Miguel O'Hara: Savior of 2099
by Project Phoenix Agent 003
Summary: In corrupt Nueva York, anything can happen. When a fatally drug addicted teenager ends up in the lab of one Dr Parker, the savior Nueva York so desperately needs is born. Can he defeat Alchemax, or is he just an echo of an age that has already passed?
1. Birth of a Hero: Hard Times

_**I've been trying to put this origin story together for a while now, but I think I got it down. Take the teenaged next generation concept of Batman Beyond, add the look and name of Spider-Man 2099's Miguel O'Hara, and throw in some Project Phoenix Agent 003 action flare, with plot inspiration from Spectacular Spider Man TV series, and you get this.**_

Miguel O'Hara tossed his backpack into a corner after another uneventful day at school. It was the same as last week. His grades were dropping, his teachers were scratching their heads and his dad was furious. But losing you mother in the blink of an eye tends to have a negative effect on people, and Miguel was never very good at "taking it like a man".

He'd been the top of all his classes (except of course for PE), but now he was slipping further and further down the curve. He was staying out late and ignoring homework assignments, avoiding people who cared and running with the kind of crowd that was more likely to shoot him than help him get over his mom.

His friends, his _real _friends, they didn't know what to think. Rocky had, at first, stopped him in the halls almost every day and ask that question they'd all asked in the beginning. "You okay?" But Rocky learned to take a hint. Miguel didn't want help, and he didn't want sympathy. All he seemed to want to do was drown his frustrations in a life as a delinquent.

Serina didn't seem to get it. She kept calling, kept sitting at his table at lunch, kept begging for him to talk to her. He saw the fear in her eyes, the fear of what he'd become and where he was headed. After all, it was a Public Eye officer who'd even killed his mother in the first place. And not just killed her…

Miguel's fists clenched at the very thought of it. Someday, he was going to find the bastard officer who'd killed his mother, and when he did there would be hell to pay. But today was not looking to be that day. No, today was about that time of the week that Miguel and his new "friend" Anthony would head out to the Alchemax Slums to get a fresh batch of Rapture to last the week.

Miguel was already starting to feel antsy from withdraw. When he was on Rapture, he felt so sharp, focused and downright lethally precise. But now, after nearly two months of use, without it he was clumsy, trembling, and disoriented. He was addicted, he accepted it. Heck, some part of him may have even wanted out.

But it was too late. He'd read the studies. Rapture was illegal in the continental UR for a reason. It wasn't just mentally addicting, the human body actually (and quite rapidly) developed a physical need for the drug in order to function properly. Once you were in, there was no way out.

"Miguel, is that you?"

The depressed teenager groaned in annoyance. So his dad was home early from work today. His father worked at the Alchemax research labs in the gene division, working on solving the mysteries of human DNA. And (as per the Alchemax agenda) finding ways to use genetic modification for profit. Big profit.

"Yeah, it's me," he replied reluctantly. He did not want to deal with this right now. He had a meeting to get to in the slums. "Home early?"

"Just came to pick up a few research notes I left here this morning actually," his dad said. "But I'm glad I caught you. We need to talk."

"Can it wait dad?" Miguel asked, looking around trying to remember where the key rack was. Or how to get to the slums from the apartment. "I've got somewhere to be."

"Miguel," his father pleaded, finally stepping into the room. "Please."

Miguel's father wasn't a very memorable man. He was five foot ten and always wore a grey lab coat with the Alchemax "A" logo on the shoulders over whatever else it was he was wearing. He had dark eyes and hair, which was cropped professionally short. His skin was brown, unlike Miguel who got his fair skin from his mother's side of the gene pool.

Miguel was a full six feet even, fair skinned with brown hair and eyes, and formerly in clean cut if somewhat casual dress. Now though, he wore his jeans faded and often with frayed holes in the knees. Miguel's attitude, appearance, and even his _stench _all radiated the message _I don't give a damn._

Miguel sighed, giving into his father's plea. "What is it?"

"I want to talk to you about…about the people you've been hanging around with lately," his father told him. "I don't think-"

"Oh no Dad, not this again," the teen complained. "Look, so I have new friends now. So what?"

"What about your old friends?" his father asked. "Serina called today by the way."

"I told her to stop calling me," Miguel groaned.

"She's worried about you," Miguel's dad said. "We all are."

"There's nothing to worry about," Miguel lied, not caring if his father believed him. "I'll be fine."

"Just be careful," his father warned. "Some mistakes can't be corrected."

He grabbed his dad's car keys off the key rack, went back outside, and drove off for the Alchemax Slums a few districts below from where he lived in Midtown. As he drove, he could already feel the effects of withdraw taking root. His hands fumbled to maintain a decent grip on the steering wheel, his driving began to lurch from left to right uncertainly, wobbling like it wasn't sure whether or not it wanted to careen off the road and down to the surface far, _far_ below.

Miraculously, he maintained his sense of direction and control of the vehicle, arriving in the Slums fairly quickly. Anthony was already waiting.

"C'mon man, we're gonna miss him," he urged. "I don't wanna deal with a Rapture clean week again."

Miguel remembered. The week he and Anthony had gotten fed up being pathetic addicts and tried to quit. Instead, their hearts had nearly quit before for days were over. The expected lifespan of a person who got addicted to Rapture was only about a year, which meant Miguel had, at the most, only ten months to live.

He'd been "making the most of it" lately. Of course "making the most of it" made him one of the most ethically unclean kids out there. From destined to success to terminal druggie, the mighty could fall no further.

When they got to the alleyway where the guy who usually sold them the Rapture, they found he wasn't alone this time. With him were two Public Eye officers, each carrying the nonlethal (but extremely painful) Taser gun that many riot police used. It could fire five shots before it needed reloading, and could stop a rhino.

"Hello again boys," the dealer greeted. "How would you feel if I told you I could cure your addiction?"

"Who says we're addicted?" Miguel asked defiantly.

"It's written all over your face kid," he said. "Now, if you'll just come with me…"

Miguel may have been an addict, but he wasn't stupid. And he recognized the uniform of these officers. It was the same worn by the Alchemax-hired officers who provided security for Alchemax research labs. They were being taken in as lab rats.

"I'll pass," Miguel said, taking a step back. Anthony looked back at him as if to say "what are you doing?". Anthony was too far gone, ten of his twelve months to live already used up. He was desperate, and he was blindly taking help from the first people who offered.

"It was not a request," the dealer said, and both officers raised their weapons.

Maybe if he hadn't had withdraws, he could've escaped. But he stumbled and fell over a trashcan, falling to the floor with a loud crash and leaving him an easy target for the Taser guns. The electrified projectile him dead on, and Miguel went into a series of convulsions before blacking out.

* * *

><p>When he woke up, he felt dizzy, confused, and there was an uncomfortable feeling in his arm. He turned his head and saw an IV running in his arm. There was an odd, raspy sound, and Miguel realized he was on a respirator too. He heard voices, talking about something…about him maybe?<p>

"My god, what in hell have you done?" an old, angry voice accused. "Who are these boys?"

"Your new test subjects," a voice said through a helmet microphone. It had to belong to a Public Eye officer then. Only they were face obscuring, voice changing helmets. "You're studying the effects of Rapture aren't you? Looking for a cure to the addiction?"

"Well yes but…wait…these boys are—"

"Addicts," the officer confirmed. "Get to working, Doctor Parker. This one here has two months, give or take. The other has ten."

"This is unbelievable," the doctor said. "How would you even know how long they've…have you been _supplying _these boys with Rapture?"

"That's above your clearance Doc," the officer said. "Does it matter? You got the live subjects you were looking for."

"Yes it matters!" the old doctor shot back. "Purposely drugging innocent kids to use them in experiments is inhumane!"

"They weren't forced," the officer said. "They took Rapture out of their own free will."

"Get out," the doctor said. "Get out now!"

"Have a good day," the officer said cordially as he left. Miguel heard the door shut behind him. That was when he got his first good look at the doctor. He looked to be old, very old. In his seventies, early eighties. His hair was gray, but his skin wasn't as wrinkled as one would expect. He was tall, and lacked the slouch many old men carried. He walked without a cane, had brown eyes and looked like he'd seen everything the world had to offer.

"Damn Public Eye…" the doctor muttered. "If I were twenty years younger…"

He turned to Miguel with a look of pity. "I don't know if you can hear me son, but I'm going to fix you. I'm going to fix what they did to you."

Miguel was touched by the old man's words. Something about this doctor, it struck Miguel at the core. His anger at the Public Eye, his concern for Miguel, his confidence he could fix someone as broken as he.

The old man looked to the sky and muttered something. Miguel, drifting back into unconsciousness, only caught the end of it."

"…great responsibility. If only they all saw it that way Ben. If only they all did."

**_Well what do you think? I've got new Spidey's origin, first villain, and many nemises planned out, but I'd really appreciate any plot suggestions or ideas on how to portray villains in the this. Not saying I couldn't do it myself, but I want you guys to have a part in shaping this story. PM me with either plot suggestions or villain (or hey, even ally) suggestions, and please review!_**


	2. Birth of a Hero: The Doctor is In

**_It is, I admit, taking time to get to you know what. But Miguel still has to find out you-know-who was you-know-him, then go after you-probably-don't- know. And I still have to figure out where Miguel gets the Spidey suit._**

Miguel hadn't come home that night, and now Francisco O'Hara was worried. Still, the next morning he went to work same as always after filing a missing persons report with the Public Eye and doing his best not to let his worry interfere with his work.

He was nearing a breakthrough. Tests were showing that proper modification to DNA could cure and immunize a person of any number of diseases. It was just a matter of finding the right gene and how to modify it.

On his way to his own lab, he passed by Doctor Peter Parker. Parker was an old man who'd been around back when Nueva York was still called New York. He'd seen the Public Eye first formed. But most prominent of all, Doctor Peter Parker had been around during the last days of the Age of Heroes. The old man had seen the glory days of mankind, and wasn't a big fan of what Nueva York had now become.

When the old doctor saw O'Hara, he stopped dead in his tracks and dropped the pile of research notes he'd been carrying. Why the old man still used _paper_ was beyond anyone's understanding. Too caught up in how things used to be, he supposed.

"O'Hara…" he said when he finished picking up his notes. "I'm so sorry."

"About what?" the younger scientist asked.

"It's about your boy…" Parker said. "Come with me."

O'Hara would normally have told Parker to wait until break, but Miguel was missing. He followed the old man to his lab door. Making sure no one was looking, Parker tapped in his security code to get in and opened the door.

"Hurry, we can't let them see that you know," the doctor said.

"What's going on Parker?" O'Hara asked. He didn't like being dragged around by this old man.

"Are you familiar on the illegal drug Rapture?" Parker asked.

"Not very," O'Hara admitted. "Why?"

"Well, I've been trying to research a cure to addiction to Rapture—Which, by the way, creates a physical need in the body—and I got to complaining with one of my assistants how my research could go more quickly if I had an actual addict test subject."

"What does this have to do with Miguel?" O'Hara asked impatiently.

"Well, last night…they brought me two test subjects," Parker said. "See for yourself."

Parker led the way to the two teens on IVs and respirators, heart rate and brain activity monitors showing their status.

"No…" O'Hara gasped when he saw _his _son in that bed, attached to all those machines.

"I had nothing to do with this," the doctor clarified.

"I know you didn't," O'Hara said. "I know you Doctor, this isn't your style. Alchemax is going to pay for this…"

The elder O'Hara almost didn't want to ask his next question, but he had to. "How long does he have?"

"If the Public Eye is to be trusted," Parker said, "Your son has ten months without a cure."

"Can you help him?" O'Hara asked. "Save him?"

"I can try," the doctor said. "But there are no promises with this kind of work."

"I understand," O'Hara said. "I'd…I'd better get back to work then. I'm not supposed to know this, aren't I?"

Parker shook his head, and O'Hara left to leave the old man to his work.

Dr. Parker had done some digging on the O'Hara family. Miguel's mother, Scarlet, had been killed by a Public Eye officer named Ronald Stoner. The report said she'd resisted arrest. Peter Parker knew that was bullshit.

Francisco O'Hara's attempts to find a job elsewhere had been (covertly of course) sabotaged by Alchemax operatives in a (successful) effort to keep him working for Alchemax. They needed him for their gene experiments. Parker had gone over O'Hara's research files as well. All interesting, but most of it was useless information for now.

However, the genetic modification to cure and immunize against disease…Dr. Parker had uploaded those to his own workspace terminal for personal study. It might be just the thing he'd need to cure the Rapture addiction in these two now heavily sedated boys.

Moving on to Miguel O'Hara. The poor boy. His academic records began a not so steady drop following the school day after his mother's death. Missing assignments, half-finished projects, total disrespect for peers and people as a whole. Trips to both the principal's office and guidance counselor were regular now.

A look into his phone records showed something else. He'd a ton of contact with two people, Rocky Allen and Serina Nashan, right up until about a week after his mother's death. During that week, all his phone activities slowly shifted to new people he'd never been in contact with before. He'd have to pull up text message records later to be sure, but it was fairly clear he'd left his old friends for the "wrong crowd".

It was a shame really. As Peter looked over the academic records prior to the death of Miguel's mother, the doctor felt sure he was looking at his own records from his days in high school. He saw a lot of himself in who this boy had once been. But now…he saw only a teenaged life ruined by tragedy.

And by Alchemax. If he were just twenty years younger, Dr. Parker would see to it Harriet Alchemax was brought to justice. How did he even end up working for Alchemax, the corrupt company that seemed to own Nueva York? It was like a mob, with a "legitimate" business as a front.

But now, he was too old, too slow, and too frail for that kind of life. Oh sure, there wasn't another man his age as fit as he was, but he would never be the amazing man of his youth. Now he was just a lowly scientist at Alchemax who spent his spare time snooping around the network as easily as a spider navigated its web.

Of course, there was still _some _fight left in the old Parker man. Every so often he'd hack Alchemax computer security and leak a story to the media or plant a virus that crashed the back-up systems but not the primary ones. More as a practical joke than anything though. Like a little kid pranking a bully because he couldn't really do anything about the bully.

Besides, corrupt or not Alchemax ran almost everything in Nueva York. It couldn't be simply destroyed, it would have to be surgically purged of the corruption laced within. There were, after all, a lot of good people working in Alchemax, he was living proof of that. Hell, even some Public Eye officers took their jobs seriously.

No, it would take something special to free Nueva York. Something that just didn't exist anymore. Someone who understood that with great power, came great responsibility. Nueva York needed a hero.

Dr. Parker wasn't sure how long he spent working, at least not until Francisco O'Hara entered the lab once again. Dr. Parker looked up from his work at the younger scientist.

"O'Hara? Need something?" he asked.

"Just thought I'd check in before I head home for the night," the O'Hara man said. "How is he?"

"Your son's still alive, and there hasn't been any detectable drop in his health since your last visit," Parker assured. "He's got ten months. If something happens or if I figure anything out, I'll let you know."

"I get it, you're a busy man, do not disturb," O'Hara said with a sad smile.

"I didn't mean it like that," Parker said, releasing how he'd come off. "He's your son Francisco. Visit whenever you want. I just…you know, probably won't have any news if you do."

"I understand," O'Hara said. "I just can't believe this happened. I knew he took her death hard, we all did. But this…" he gestured to his son lying motionless in the bed. "I never saw this coming. I should have been more involved, should've watched the signs…"

"You can't blame yourself, he made his own choice," Dr. Parker said. "And I'm going to make sure he gets a second chance."

"Thank you for this," O'Hara said. "My son…like this…"

"I understand," Dr. Parker said. "Well, not really. Never had kids."

"No?" O'Hara asked, glad for the change in subject. He needed the distraction right now.

"I lived a very different life in my alleged reproductive years," Peter Parker revealed. "Danger, loose women, gunfights…not the ideal environment to raise a child. Then of course there were complications finding the other half of that whole parenthood thing."

"Had you fair share of lady trouble Doctor?" O'Hara joked.

"Like you wouldn't believe," Parker said. "It's getting late, why don't you head on home. I'll stay here and…do what I do."

O'Hara nodded. "Goodnight Doctor."

Parker watched him leave, and then returned to his work. He already had a lead on potential gene mods that could undo Rapture addiction. All his preliminary findings pointed to one option: selective replacement of human DNA…with spider DNA.

**_BUM BUM BUM! Is this story reminding anyone of anything else yet? PM me with suggestions for plot, villains or allies. Plot submitions are fairly straight forward, but..._**

**_The rules for character submission are simple. PM me with all the required criteria, and if I accept it I'll tell you. I am, for now, only accepting five completely original characters for each faction (villains and allies) and an unknown number of inspired characters (Inspired means they're based off of an original Amazing Spider-Man villain. Example: Black Cat 2099.)_**

**_If you do not have an account or don't use PM, leave it in a review. Thanks for taking the time to read this. Review, and I will return the favor._**

**_Villain Submissions:_**

Name: (Their real name. Required.)

Super Villain Name: (Their name when their dressed in colored undies. Or whatever. This is optional.)

Age: (Really no limit, so long as you can explain it. So if I get a submission that says 8 or 80, I would like to know how they can even fight or be dangerous. Miguel is 17. Required.)

Gender: (Duh.)

Normal Appearance: (What do they look like normally? Required.)

Super Appearance: (What do they look like in their dual identity? OR do they look the same as their normal appearance?)

Past Era Inspiration: (Do they take after the likeness of an original Spider-Man villain? If so, which one?)

Personality: (What is their personality like? Do they have multiple personalities?)

Where in Nueva York do they live: (Midtown, Highrise, Slums, Chinatown, Docks/Harbor, Downtown. Miguel resides in Midtown.)

Connection to Alchemax: (Experiment gone wrong and set free? Employed by? On the run from? Etc?)

Bio/History: (I would like their origin and a brief summary of their history in Nueva York, especially if they're new in town. I' d also like to know about they're current wherabouts and activities.)

Powers/Skills: (What can they do? Please try not to make them overpowered.)

Equipment: (Weapons? Gear? Especially important if they don't have powers.)

Weaknesses: (Don't be lazy and say something like "His powers don't work on wood" or "a green rock can kill him". Do their powers have limitations? Do the powers put them under stress? Something, but not a lazy something.)

Plans for the Character: (Anything in particular you envision the character doing? Kidnapping someone important? Discovering Miguel's secret identity? SOme big plan they have? No need to be humble here. If it were your story and you needed to give them a role in plot, what would you give them? I may not use it, but I like the reference.)

**Ally Submissions:**

Name: (Same as above.)

Super Name: (Again, if they have one.)

Age: (Same as above...)

Gender: (Duh.)

Normal Appearance: (Still the same)

Super Appearance: (If they have one. What do they look like? Is it a change of clothes, or a Hulk-style full transformation?)

Past Era Inspiration: (Do they take inspiration from an original Spider-Man ally? If so, which one?)

Personality:

Where in Nueva York do they live: (Same districts.)

Bio/History:

Powers/Skills:

Equipment:

Weakness:

Plans for the Character: (C'mon, you know there's something you'd like to see the character do. Betray Miguel? Get kidnapped? Save him from a villain/Public Eye?)


	3. Birth of a Hero: The Cure

**_Hola Cola's. Agent 003 here with the next chapter to Champion of 2099, thank me later. So, how are you guys...I need your guys' help. Anyone who's reading this, flood the story Shadows of the Night with reviews telling the author to update! _**

As the hours turned to days and days into weeks, it became evident Parker's progress was slow going. Spider DNA was the solution yes, but exactly how to meld human and spider without creating a monster was tricky business, even for him.

_Scientist Log_

_Dr. Peter Parker_

_Alchemax research scientist_

_Project Rapture Entry 115_

_The other boy, Anthony, is slipping. He was in poor condition to begin with but now, he has only a month to live at best. I don't want to say I can't save him, but the chances aren't good. Hell, who am I to judge? I've done the impossible on more than one occasion._

_I've tried dozens of gene groupings and possible reconstruction, but I can't find a stable human/spider gene structure that successfully repels the Rapture addiction. If only there was more time…_

He slept little, and ate even less. He certainly didn't shave or bathe or anything trivial like that. Time was short. The other boy, Anthony, was running out of time. If Parker didn't get a viable cure soon…

_Scientist Log_

_Dr. Peter Parker_

_Alchemax research scientist_

_Project Rapture Entry 247_

_Anthony passed away today. It was a painful process. His blood vessels either popped or were torn open in too many places to count, causing massive internal bleeding throughout the body. Rapture does nasty things to the blood vessels, like it just can't take the stress of having it in the system._

_O'Hara's boy has eight months to live now, and so far they're being spent unconscious in a lab bed. He deserves better than this, especially if these are his last days._

_I've made some progess, isolated a few genes that likely leave the body vulnerable to addiction. But I still don't have the full picture. We rarely do when it comes to DNA. I need a miracle._

Dr. Parker sipped his mug of coffee, staring at his terminal. There had to be a way. Spider DNA was the best option, but how exactly to combine it with human DNA to get the desired effects was nearly impossible to figure out.

Half the combinations he tried weren't even stable enough to sustain themselves. In frustration, the Parker man slammed his fist on his desk, denting it. And also fracturing his hand. He clutched it in pain, and then suddenly, he forgot about it. He stared down at the tiny hairs that protruded from his fingers. They were so small, only his enhanced eyesight could even see them.

In all the excitement, it had slipped his mind that was a living example of human/spider DNA combination that could still sustain life.

He had an idea.

_Scientist Log_

_Dr. Peter Parker_

_Alchemax research center_

_Project Rapture Entry 1136_

_The answer has been staring me in the mirror this entire time. What better combination of human and spider DNA than my own? I'd need a sample of my own DNA to start, see where spider replaces human. But if my DNA pattern can neutralize the addiction, I might be able to save the boy!_

_I'll have to run the test immediately._

Progress sped up rapidly after that discovery. Dr. Parker worked furious, and soon had full reference of which segments of Miguel's DNA would need to be modified. All that remained was for the change to be administered.

And of course, determining whether or not the DNA changes that made Spider-Man could actually cure a person of Rapture addiction.

_Scientist Log _

_Dr. Peter Parker_

_Alchemax research center_

_Project Rapture Entry 1309_

_I'm running out of time and options, so I've made my decision. In order to determine whether or not my combination of human/spider DNA can cure the addiction…I'm going to inject myself with Rapture for the average time period it takes to develop an addiction. One week. If in one week I don't become dependent on this vile venom, I'll have the cure._

Dr. Peter Parker held up the syringe filled with Rapture, ready to go. If he was right, he had nothing to fear and Miguel was saved. If he was wrong…at least he wouldn't have to live with his failure. He rolled back his sleeve, removed the cap on the needle, and stabbed.

_Scientist Log_

_Dr. Peter Parker_

_Alchemax research center_

_Project Rapture Entry1337_

_I can see why someone would want to try this garbage. The feeling it gives you is…something else. I feel thirty again. My week is up, if I can live without Rapture, Miguel is saved._

_But something concerns me, If I do this…if I make Miguel like me. What will he do? With great power comes great responsibility, but I'm wondering if a teenaged drug addict would care about something like that. _

_I'm not saying he has to put on a mask and fight the crimes the Public Eye ignore (or commit for that matter), but I don't know what I'd think if some new crime spree was committed by a boy who could shoot webbing from his arms._

_If only I knew what his reaction would be to waking up a superhuman._

Miguel O'Hara slowly opened his eyes, squinting as the bright lights stung his retinas. He felt stiff all over, his arm felt especially weird. He looked to see what was wrong with it, and he saw the IV. He remembered now. He and Anthony had been kidnapped off the streets, given to an Alchemax doctor who supposedly was going to cure them.

But he'd remembered being on a respirator when he'd seen that. He was breathing on his own .And another thing, the lab was empty and the lights were off. Where was the doctor. Miguel pulled out the IV and shortly afterward found himself holding a hand over the bleeding whole in his arm. He needed a bandage.

He hobbled out of bed, wearing some white hospital gown that was way too breezy in the back. Bandage moved down a level on his list. He needed to find some clothes. He looked around, still holding his arm. He couldn't find his own clothes anywhere.

In fact, he had to add Anthony to the list of things missing. Where was he? Miguel found a single light source in the dark lab, a computer terminal that had been left on. Miguel fumbled toward it.

He clicked it out of stasis mode, and his face became an expression of confusion. On screen was a personnel file…on _him_. Academic records, list of former friends and probable past and current relationships, his favorite hangouts, his schedule at school, it was all there and more.

It even had an information box that gave him a shock. Status: Deceased.

_I'm dreaming_. Miguel thought, backing away from the computer screen. _This has to be a dream._

Then he saw his mother's name in a link. He step forward again, moved the mouse over the link, and after a moment of hesitation, clicked on it.

A file like the one he'd just seen for himself came up, only this one was on his mother. There were pictures, a psych profile, the location of her grave at the cemetery. And there was an interesting message in the status box.

_Status: Killed by Public Eye officer Ronald Stoner_

There was a link on Ronald Stoner. Miguel clicked on it, and a third file came up, this one on the officer who'd killed Scarlet O'Hara. Ronald Stoner was a Public Eye veteran who'd of late been assigned as protection for numerous illegal operations, including arms smuggling, drug dealing, and the endorsement of prostitution.

Public Eye did things like this all the time. They were in Alchemax's pocket, just like every crime lord in Nueva York. When the law enforcement and law breakers were both secretly on the same side, officers helping out criminals they should be catching occurred.

There was enough evidence to convict him…except even Miguel knew that the courts were just as wrapped around Harriet Alchemax's finger as the next person was. The whole city belonged to the all-encompassing company's CEO.

But there were other, more interesting bits of information that attracted Miguel's attention. Like the corrupt officer's current location.

"Oh, you're up," a voice said.

Miguel spun to see the old doctor who'd been tasked with curing him. If this was a dream, it was a damn accurate one. Miguel backed away from the computer terminal, wary of the old man. Not that he couldn't take him, but something about him just seemed…dangerous.

"No need for alarm Miguel," the doctor assured. "I'm glad you pulled through. Thought for sure you were dead for a moment."

"So I'm not dead?" Miguel asked.

"You're talking aren't you?" the doctor said. "You're probably still a bit off after being on sedatives for so long."

"How long?" Miguel asked. "Where's Anthony?"

"Easy, take it easy son," the doctor insisted. "You've gone through a lot."

"Where am I?" Miguel demanded.

"You're in the Alchemax research labs," Dr. Parker said slowly, trying to calm him down. "You were pumped full of Rapture, and I cured you of the addiction. Your body functions should naturally clear out anything that's left."

"Where's Anthony?" the panicked teen repeated.

The doctor's face changed to one of sympathy. "I'm sorry. He didn't make it. I was only just able to save you. There are some things I should warn you of—"

"Stay back!" Miguel shouted. He shoved the old doctor—hard. The man went flying backward like he'd been hit by a truck before crashing into the wall. Miguel's mouth dropped open and he stared down at his shaking hands. His head started to ache, and the room was starting to spin.

Staggering, Miguel fumbled toward the nearest window as quickly as he could. He suddenly felt hot, very hot. He hit the glass of the window harder than he meant to, it shattered, and he fell. The rush of wind in his hair and his stomach going into his throat was enough to reorient him, but at that point all he could do was scream and wait for the splat.

**_Alright, next chapter is where the good stuff starts. Can you say Web-Slinger's Ed? That would make a seriously awesome class in school, by the way. But anyway, review with thoughts and opinions. PM with plot and character suggestions. Goodbye!_**


	4. Birth of a Hero: If the Suit Fits

**_Hurray for the first villain submission. Props to 3in1 for being the first (and hopefully not the last). C'mon guys, if you want your own little (or big) contribution in this story, you have to apply. Send in the characters and plot requests/suggestions before it's too late (No, I don't know when too late will be)._**

Miguel stared at the ground far, far below, watching it race up to meet him, and screamed. That was all he did for a straight ten seconds before it occurred to him he was _still _a long way up. Then, something hit his back and yanked on him, drawing him up for half a moment.

Then, something got a firm grip on the hospital gown he was wearing, and suddenly he wasn't flying anymore. Miguel looked up at the doctor, blood running from his nose and swinging them through the sky on a web line. The teen's eye widened, and he resumed kicking and screaming.

"Will you just stop for a second so I can save us?" the old man barked. "Or do you _want _me to drop you?"

"What _are _you?" Miguel shouted back. The doctor just grunted and began swinging them back to the smashed lab window.

"This is a conversation best saved for the lab," the doctor said over the rushing wind. Miguel looked down at the rushing cityscape below them.

"Yeah," the teen agreed. "The lab…"

* * *

><p>Miguel stumbled for a moment when they finally swung back into the lab and its shattered window. He was still a little shaky from nearly falling to his death. He was even more shaken up by this old man he barely knew <em>swinging on webs<em>. What was he, a mutant? It couldn't be possible though, the mutants had been wiped out a long time ago, during the Sentinel War.

Mutants…he'd just been saved…_twice_…by an old mutant doctor. Miguel couldn't understand what was happening. Only that things in his life were very, very different now.

"You probably have some questions," the doctor noted.

"No kidding," Miguel agreed. "How are you a mutant? They were wiped out, there's none left."

"Now, who said I'm a mutant?" the old man laughed. Miguel just looked at him confused, so eventually the doctor settled down. "Right. You just stay here, I'm sure your dad's going to want to know his son pulled through."

"Dad?" Miguel asked. How could he have forgotten? The elder O'Hara was probably flipping out right now.

"He knows you're alive," Dr. Parker assured him. "Well, the last time I updated him I told him you were still fighting."

"So…"

"He knows you were addicted to Rapture," the doctor confirmed Miguel's unasked question.

Miguel groaned and buried his face in his hands. "He's going to kill me when he sees me…"

"Let's be fair now," Dr. Parker told him. Miguel raised an eyebrow, not sure what he meant by that. The doctor explained, "You deserve it."

"Hey!" Miguel tried to protest.

"I'm not your father," Dr. Parker noted. "But what happened to you doesn't mean you go and ruin your life."

"What happened to me?" Peter said, "You don't even know me."

"Who do you think made those files on you?" the doctor said with a laugh. "I'm an old man, I was around before Alchemax was. I can collect information on kid and his family."

"And I'm guessing Alchemax doesn't know you're little secret?" Miguel challenged.

The doctor just waved off the comment like he hadn't heard it. "Why don't you go find your clothes, they should be in that locker over there," he said, gesturing to the two lockers next to each other near the beds Miguel and Anthony had been on. "I'll go get your father."

"Okay then…" Miguel called after him. "This conversation isn't over!"

The door shut behind Dr. Parker, leaving Miguel alone in the room. He walked to the lockers and realized two things: One; he didn't know _which _locker had his clothes in it and two; he didn't know the command key to open either of the lockers.

_Maybe they're not locked…_Miguel picked one of the two lockers at random, and grabbed the handle to open it. He gave a pull, and although at first it didn't budge, metal began to creak and as Miguel released his grip he found that he'd bent the metal of the locker door.

_No way._ He grabbed the handle again, and pulled harder this time. The door came flying off, nearly hitting Miguel in the face. It crashed off somewhere else in the lab, and Miguel turned his attention back to the contents of the locker. His own personal clothes weren't in there, but he did find something else.

He pulled the garment out of the locker and held it up to view. It was a dark, metallic blue long sleeve shirt, with a weird red symbol that took up the entirety of the chest and had "legs" running down the arms with two fringes coming off each arm.

The rest of the get up was in the locker too. Dark, metallic blue fabric with a certain thickness to it that hinted there was something special about this fabric. There was a set of pants, boots, and even a mask for crying out loud. Aside from the red emblem and markings that circled where the eyes would be on the mask, the whole outfit was the same metallic blue color.

It wasn't his clothes, and it was weird looking. But it was better than a hospital gown. He pulled on the boots, pants, and shirt, but decided to leave the mas off for now. The fringes fold up against his arms automatically, startling the teen and causing him to stumble into view of a mirror.

Miguel stopped and looked at himself in the mirror. The first thing he noticed was that the life was back in his skin, it wasn't pale like it had been before. The dark circle were gone from under his eyes, replaced by healthy eyes full of youth and energy.

And his body! He'd been fit before, but now he was unbelievable. His muscles were toned and defined, showcased by the tight nature of his current outfit. How long had he been out? And anyway, weren't muscles supposes to weaken when you didn't use them?

While his brain racked over this, the fabric of the suit suddenly pulsed a wave of light that radiated out from the center of the skull spider emblem. It traveled down the whole length of the suit, stopping when it finally reached the extremities of his hands and feet. The fringes shot out from their folded positions on his arms, becoming rigid and even sharp looking. When he grabbed them and tried to wiggle them, they felt as stiff as if they were a part of his skeleton. Strange how they had almost no weight to them.

He reexamined himself in the mirror, and the pieces started to come together. The doctor could swing around on webs. He'd been around before Alchemax, during the Age of Heroes. He had a scary, blue and red spider themed costume sitting in a clothing locker in his lab. Why hadn't he realized it sooner? Dr. Parker was really Spider-Man, the superhero who'd disappeared twenty years ago.

_Spider-Man knows what happened to my mom. _Miguel realized. If Parker had evidence, they could lock up the dirtbag that'd killed her. There would finally be justice.

_Is it really justice though? Mom dies, and this guy gets three to five? That's if the bastard even gets convicted, and the whole legal system is blind…_ His hopes shattered, Miguel slammed his fist on a metal work table— and left a dent.

Miguel recoiled his hand, shocked. Was the metal really that flimsy? _Or am I just that strong? _ He looked down at his hands again, now gloved inside the suit he wore. He did feel stronger, much stronger. He grabbed the work table and lifted—it was hardly any effort. He set the table down with a _clang_, sending some of the stuff on top of it—including a vile looking black liquid clattering to the floor.

An idea sprang into the head of the O'Hara teen. Why let the Public Eye "find no conclusive evidence" to book one of their own when he could take care of it himself? Super strength—Miguel wasn't stupid, he knew he had it—could come in handy for revenge on the wicked.

He was wondering if he was strong enough to crush a human skull when a tingling sensation went off in the back of his skull. It seemed to scream at his subconscious _Danger! Danger! Danger!_ On an instinct, Miguel jumped. He went all the way to the ceiling and stayed there, literally. Miguel looked at his hands and feet, which seemed glues to the ceiling.

He pulled one hand off and looked at it to check if anything sticky had gotten on it. Nothing had. He put the hand back and checked the other. It too was clean. He was sticking to the ceiling all on his own. The sensation was an odd one. It felt like his hands were glued there, but as easy as lifting his foot of the sidewalk, he could pull his hand off the ceiling.

The door to the lab opened, and two figures walked in. Dr. Parker was one, and Francisco O'Hara was the other. They looked around, but couldn't see the boy who was directly above their heads. It might have had something to do with the fact the Nueva Yorkers never looked up.

"Where is he?" the elder O'Hara asked.

"I don't know," the doctor said sincerely. "He was here when I—" Then he saw the ripped open clothing locker, the dented work table that had been moved a few feet to the left, and the door to the locker on the far side of the lab. "Oh no…"

Dr. Parker rushed to the computer, and the screen flickered to life. It was still displaying the file of the man who'd killed Miguel's mother. Parker cursed when he saw the file and closed it down immediately.

"Parker, what's going on?"

"I think your son is going after his mother's murder," Peter said solemnly.

"A Public Eye officer killed her," the elder O'Hara said. "If Miguel tries anything he could get convicted, sent to prison. You know what they do with prisoners nowadays."

"Not to mention having to have another man's blood on his hands for the rest of his life," Parker added. "We have to stop him. He has the head start, but I think we can catch him. Odds are he isn't very fast yet."

"What?"

"I mean, you know," the older man tried to explain. "He…he's probably on foot."

"Right," the O'Hara man agreed. "C'mon, we'll take my car."

Francisco ran out of the lab, and Peter was about to follow, but stopped just short of the door and turned around, giving one last look around the lab. Miguel felt the light rumble in the back of his skull again. A single drop of sweat fell down toward the lab floor.

In desperation Miguel reached out a foot to catch it before it hit the ground. The attempt paid off, and the swear was silently absorbed into the fabric. Parker shook his head, muttered something, and took off to catch up to Francisco.

Miguel looked to the screen that had the information he wanted. Even from up on the ceiling, Miguel was able to make out the information he wanted. Regular hangouts and likely current assignment. Miguel wasn't sure how he could read the tiny script of the screen from so far away, but he didn't care. It was useful to him right now.

His attention retuned to the fact that he was sticking to the ceiling. _It's not just super strength. I'm like a giant spider._ The revelation hit him an instant after that thought.

_Somehow…someway, Spider-Man must've given me his powers! A blood transfusion maybe? Some sort of special serum? Or maybe he keeps mutant spiders and I got bit by one of them on accident! ...oh get real no one can get powers from a spider bite. _

Miguel tried to remember all the stories he'd heard in the past. What else could Spider-Man do? He remembered the doctor swinging around on a line of webbing. Miguel looked at his wrist and smirked. _Oh hell yes._

* * *

><p>"How do you stop this thing?" a voice shouted across the highrise of Nueva York.<p>

Of course, no one bothered to look up and see who was yelling. For one reason, it was probably just some lunatic or a driver with a runaway skycar. And two…well, they were Nueva Yorkers. Why would they look up?

"Whoa!" Miguel shouted and fired off another web line, yanking himself away from the building rushing forward to meet him. As he kept swinging, he began to get the hang of it. _Web, swing, release, fly, repeat._ As he got better, he even threw in a few flips and tricks as he soared across the skyline.

He released his web line and briefly ran across the side of a building before pushing off and resuming swinging. By now, he felt on top of the world.

"YEEHAW!" he shouted. He wasn't from the south, and this wasn't a rodeo, but it just felt right.

He paused for a moment on the side of a building, clinging to it as he caught his breath. "Now, time for Ronald Stoner to get a visit," he paused, and pulled the mask out he'd stuffed into the suit pocket earlier. He yanked it over his face, and it fit like a glove. He was now fully encased in the garb of the Spectacular Spider-Man. "from Spider-Man."

**_Well, I think I handled the 'Get Miguel into costume' challenge rather well. You tell me, was it good? Was it bad? Are you eagerly anticipating more? Please review._**


	5. With Great Power: Stone and a Hard Place

"Any idea where we might find him?" O'Hara asked Parker.

"Let me make a call," Peter said, pulling out his phone. "I think I know someone who might know where to start looking."

O'Hara nodded, and refocused his attention on driving, although he wasn't sure where too yet. The man was worried about his son. _First the drugs and now this?_

* * *

><p>Miguel swung through the city, headed for the old Heart and Spades club downtown. That was where Stoner spent most of his off duty hours before sauntering off drunk with a hooker to his apartment. If Dr. Parker's files were to be trusted that is.<p>

They had been accurate when it came to Miguel, so he assumed it would be accurate now with Stoner. He was still dressed in the costume he'd found in Dr. Parker's lab, which blended remarkably well with the black night of downtown. This particular district had been slower to modernize than some of the other ones, and many iconic buildings were somewhere further down, their once mountainous spires now dwarfed by much taller and larger buildings whose tops transcended the clouds.

There were less of the bright, vibrant lights seen in throughout the modern city. Skylanes were less packed, and there were even a few actual _roads_. Real solid roads that connected one building with another in a suspended network of bridges. If Alchemax got their way, the roads would be torn down soon though. The only reason they were still there at all was because the sentimental and nostalgic value the roads held was one thing the spineless Mayor Edward Jameson was willing to fight for.

Miguel swung around, finding a perch with a good view of the club's exit. Now all he had to do was wait. Or hey, maybe he could waltz in wearing a ridiculous costume and start knocking heads until he found Stoner.

"Where are you?" a voice in his head asked.

Miguel blinked, because he didn't have voices in his head. And the voice sounded oddly like—

"Doc?" Miguel asked, pressing a finger into the ear he'd heard the voice in. "That you in there?"

"Yes, it's me," Parker replied over the communication band.

"This suit has a built in phone?" Miguel asked, impressed and excited at the prospect of it. "This just gets better and better."

"I know what you're thinking of doing," the doctor said, cutting to the chase, "and I'm warning you it's not the way."

The old man's words changed Miguel's attitude. "How would you know?"

"I went through the same thing when I first started," he explained.

"If I don't make him pay, who will Doc? The Public Eye, the courts, they're not going to do anything about it. I have to," Miguel said.

"Don't do this," the man on the other line practically begged. "There's always another way."

"Not when the other way is letting him go," Miguel said. "I don't know how to hang up with this thing Doc. Do me a favor and do it for me."

* * *

><p>"Who are you talking to?" the elder O'Hara asked.<p>

Peter shook his head, realizing what the conversation must sound like to Francisco: anything but helpful. How to reassure him without revealing the truth? It wasn't that Parker didn't trust Miguel's father, but it was not his secret to tell anymore. IF Miguel wished to expose himself, then fine.

"Friend of mine in the Public Eye," Parker lied.

"And what as that about?"

"He's going to try to go do something stupid," Peter said. "Would you mind dropping me back off at the lab? I'm getting too old for this sort of thing."

Francisco fell for that hook line and sinker, and soon Peter was climbing out of the skycar and back shuffling along the walkway back to the Alchemax building. "Good luck finding your boy, O'Hara."

"Thank you."

Peter Parker watched the skycar drift off, and then grumbled something as he hit the nine on his speed dial.

* * *

><p>Miguel swung, following Stoner's cab through the skylanes. It was relatively easy to keep up, and if anyone noticed the man sized figure swinging around the city chasing a cab, no one seemed to care. It was more likely though that the brilliant night lights of the city made it nearly impossible to see the swinging figure.<p>

Miguel landed on the top frame of a holo ad to watch the as the cab reached an apartment complex and pulled up. Stoner got out without paying the driver. Miguel caught the briefest sound of complaint, but Stoner pulled a gun and the cab quickly drove off.

"Looks like you haven't changed much recently Stoner," Miguel cursed as he watched from a distance. "But I've changed, and now you're going to pay for what you did to me."

Miguel flicked his wrist and swung out on a web line, headed for the apartment complex. He already had a plan in place. Stoner stood no chance. Miguel landed on the wall, sticking to it. It wasn't hard to find a nearby window that didn't have lights glowing form inside, and his new strength made opening it even easier.

Slipping into the dark apartment, Miguel looked around for the exit. He still had to get to Stoner's apartment, and that was several levels above. He crept along the walls silently, never once alerting anyone who might be inside. He found the door, and slipped out into the hallway.

So far, the suit Miguel was wear had blended well with the environment. But now, in the middle of the cream colored halls that connected the apartments, with the bright lights on, he stood out. He was just lucky no one was out.

"What do you think you're doing?" a voice said in Miguel's ear.

"Kinda in the middle of something Doc," the teen said as he opened the door to the stairwell. Unlike the elevator, it was rarely used and poorly lit. It was a perfect way to move through the building while keeping stealth.

"That's what worries me."

"Look, this guy needs to pay for what he did, and I'm the only way that's going to happen," Miguel repeated.

"Do you even know what you're up against?" the former super hero asked. "This is the Public Eye we're talking about. You can't just hammer their skulls and hope everything works out."

"It'd be pretty satisfying though," Miguel argued as he used a web line to zip up ten floors through the stairwell.

"Miguel if you do this, if that man dies by your hand, you'll never forgive yourself," Parker warned.

"I detect a 'been there, done that' tone," Miguel said as he opened the door to the floor he wanted. "And here I was thinking the old Spider-Man didn't kill people."

"He doesn't," was the response.

"Well, that's about to change," the teen said, searching the halls for the right door.

"You think you can just put on a suit, and that makes you Spider-Man?" the old man said. "You think it's just powers and a mask? Spider-Man is a title you earn, it's a blessing and a curse you have to live with for the rest of your life. It's not just a change of clothing."

"Yeesh, touchy," Miguel taunted idly.

"With great power, comes great responsibility," the elder man warned. "Until you've learned that, don't you dare call yourself Spider-Man."

"Guess what Doc?" Miguel said. "I figured out how to hang up."

Miguel clicked the button in his cowl where his left ear was, and the call ended. Miguel continued his search, until he found to the door to the apartment he was looking for.

"Time to get a taste of your own medicine, murderer," Miguel said. He grabbed the door knob.

* * *

><p>Peter Parker stared at the phone, its display flashing the same words CALL ENDED. Miguel was really going to go through with this. Francisco would never find the boy in time, there was no way. And Peter himself? Spry for his age or not, modern medicine and super powers aside, he was too old for this sort of thing.<p>

_I knew I should've burned that suit twenty years ago._ The doctor thought bitterly.

_**Okay…what to discuss…**_

_**Trauma and drugs have made Miguel more rebellious and disrespectful than Peter Parker was at his age (obviously), but as time goes on I'm going to straighten him out. Like Peter however, he doesn't want to use his powers as a hero right away though.**_

_**The Public Eye are going to be a recurring menace obviously, because not only do they cause as much trouble as criminals, but they can get away with it. One of the next few chapters should feature the first fan-made character appearance, so yay for that.**_

_**Annnnd….that's about it. Submit plot suggestions and characters, thank you for your patience, read and review please.**_


	6. With Great Power: Blood on His Hands

Miguel slipped into the apartment to find the lights on. Two voices from somewhere else in the apartment reached his ears as he leapt onto the ceiling to (try) and avoid detection.

"Oh for God's sake, learn to take no for an answer! How many times have you tried to pull this now? Can you just take a hint or do I have to say no the fun way?" a woman's voice shouted. There was a crash that followed shortly afterward. After a babbly of incoherent noise, Miguel heard the reply of whoever the woman was talking to.

"Aw, come on, don't be like that," the man slurred out. "I know you want me…"

Another crash, the woman groaned. "I can't believe I left the Galapagos for this…"

Miguel crawled around, searching for the source of the voices. He crept along, following them to the kitchen. Peering inside, Miguel saw Stoner, in all his hideous drunk glory. Stoner wasn't horribly ugly, but he was nothing special either. But he was drunk and literally falling for the woman he'd somehow gotten to his apartment.

The woman was definitely something else. She was tall, taller than Stoner. She had long red hair, flecked and dyed with black here and there. She was dressed in an old black t-shirt hat had what looked suspiciously like a bullet hole in it, and dark blue jeans.

"How's about you stay here tonight?" Stoner offered as he struggled to hold his head straight.

"Let me think about that while I walk out the door, hm?" the woman said. She started to leave, and Stoner snapped. His arm shot out, grabbing hers. She turned and glared at him. She looked like she was about to punch Stoner in his smug face, but Miguel was faster.

A web line shot out of his wrist, latched itself onto the woman's back, and yanked her away from him. She kept her balance as she was jerked back and she turned to see the source of the web line. Miguel dropped down from ceiling, landing on his feet with fists clenched. The fringes on his arms shot out and stiffened, their edges razor sharp.

"Do my schizo-eyes deceive me or am I staring at the very good copycat?" the woman said as her eyes traced over Miguel's costumed body. "For the record new guy, I could've taken care of him myself."

"Just stay out of my way," Miguel said as his rage began to boil over. He could deal with this woman later.

"Yeesh, anger issues," she muttered. "I liked the old Spidey better."

Miguel strode toward the confused Stoner, and gave a test slice with the fringes that extended out from his arms. They sliced through a frying pan that was hanging above a stove. Miguel grinned darkly underneath his mask.

"You're going to pay for what you did Stoner," Miguel said.

"What's this about, money?" Stoner asked. "Is that what you want? Who sent you, Clown? Alchemax wants to make sure I don't get out of line, is that it? I ain't scared of ol'Harriet Dumbman. Bring it on you fr—"

Miguel punched Stoner in the gut, and he went flying backward out of the kitchen. The fringes folded back up against Miguel's arms for the moment, as if sensing he didn't want to use them just yet. He followed Stoner's body out of the kitchen and into the dark living room. The vengeful teen lifted the drunk and threw him by his shirt into a wall.

"What's this about?" Stoner spat, looking up at Miguel.

"Scarlet O'Hara," Miguel said as he lifted Stoner back up to his feet. The Public Eye officer just laughed.

"You'll have to be a bit more specific than a name," Stoner said. "I tend not to bother with those when it comes to my women."

"The woman who raped and killed in cold blood!" Miguel said, shaking Stoner like a rag doll. "That ring a bell?"

"It would… if there weren't multiple people who fit that description," Stoner said. The corrupt officer was too drunk to realize his life was on the line.

Miguel roared in anger and threw Stoner into his couch, breaking it. Stoner let out and _oof _and rubbed his now sore back. "Look what you did to my couch…"

"Shut up!" Miguel ordered, and hit him across the face. "There's no guilt in what I'm going to do to you Stoner. I'm doing the whole world a favor."

Suddenly, Miguel heard a click. He looked down to see the gun Stoner had pointed at his stomach. "Listen," Stoner said, "to me. I don't know what gave you the idea that you could just waltz in here, ruin my chances of getting action tonight, and then trash my place. But I do know, what I do to people to who don't show me proper respect. Now, you're not a woman, so I can skip the fun part and get right to the point where I shoot you."

Miguel backed away, his eyes never moving from the gun. _Stupid! Stupid , stupid! _A tingling sensation went off in the back of his skull, and in a blind reaction to it he dove to one side. An instant later, Stoner fired off a shot. It missed completely, as his target wasn't there anymore.

Miguel landed from his dive in a crouch with his legs spread wide and one hand still in the air for balance while the other pressed against the floor. Stoner aimed his gun, but again Miguel proved too fast to shoot.

"Hold still damn it!" Stoner said, and fired off several more rounds in rapid succession. They all missed, but they all served to push Miguel further and further back. Miguel finally saw an opening and fired a web line out. It hit Stoner's gun and Miguel yanked.

Stoner kept a grip on his gun, but his aim was ruined and his next shot shattered a window, completely missing Miguel. Through the shattered window came the sounds of sirens. Public Eye sirens.

Stoner's grin returned. "You hear that creep? They're coming for you. They're gonna come here, take you away, and lock you up for the rest of your miserable life. That's assuming I don't shoot you first."

"In case you haven't noticed, the only thing you've managed to shoot is your own house," Miguel quipped. "And besides, you're buddies don't scare me. I can deal with you and then still have enough energy to get rid of them next."

"You think you can tangle with the Public Eye?" Stoner laughed. "There ain't nobody who can, especially not some freak who likes to run around in tights. Why don't you just give up now you little prick?"

Miguel shot forward faster than Stoner's intoxicated eyes could track. The fringes sprang out into position, and Miguel sliced the barrel off of Stoner's gun before taking a second swipe at Stoner.

The stunned drunk staggered back. First, the muzzle of his gun fell off. Then, blood started to soak his dirty shirt. Stoner looked down at the cut like it was impossible for it to exist.

"Damn…" he muttered, and collapsed to the floor. His blood began to pool in the carpet. Miguel clenched his fists, waiting for the satisfaction. It never came though.

Miguel looked at the blood stained bladed fringes that jutted from the costume's arm. Stoner was dead, or at the very least dying. Why couldn't he be happy about it? It didn't make sense to the teen. This was what he wanted…right? Suddenly, he felt very confused, and very alone.

The sirens grew louder, but Miguel just stood there, looking around the apartment. No one would miss Stoner, there was no guilt in what he'd just done. But…there was still the anger. Scarlet O'Hara, Miguel's mother, still wasn't avenged. A voice in his head, maybe that old friend he'd once known as his conscience, wondered. _Is this what Mom would have wanted? Is this what she would want me to become?_

He'd abandoned his friends, let his grades and behavior go down the toilet, nearly gotten killed by a drug addiction, and now he'd just killed a man.

He could practically hear his mother's voice. _I raised you better Miguel._

_With great power, comes great responsibility. Until you've learned that, don't you dare call yourself Spider-Man! _The former superhero's words came into his mind.

He remembered several months back, when he'd still been talking to old friends. Serina had been so worried about him. _Miguel, this isn't you. I know you're going through tough times, but you have to hold on to who you are. If you don't have that, what do you have?_

Shouts reached Miguel's ears from outside the apartment, and he realized that when the Public Eye showed up it would be exactly what it looked like: murder in cold blood. As Miguel ran to the broken window, he wondered if he was truly any better than Stoner. After all, they were both murderers now.

The door crashed open, but as the Public Eye officers poured in all they found was a broken window, a wrecked apartment, and a dead drunk. But one, young, innocent officer who didn't have the stomach to look at the gore instead walked to the broken window and looked out to see a small, human figure swinging through the city.

He called to his fellow officers, who'd found webbing here and there in the scene. The Public Eye put two and two together, and an APB was put out on a man who swung on webs. When the dispatcher got the message, he relayed it slightly differently.

"All Public Eye officers, we have an APB on one Spider-Man, last scene headed north in Downtown. Repeat, all units…"

Miguel continued to swing through the city, trying to get as far away from that place as possible. He need to go somewhere to think this through, to try and come to terms with what he'd done, and what he'd allowed himself to become.

That was when he heard the sirens again. He looked over his should to see not one, but three Public Eye skycars flying after him through the city. The O'Hara boy muttered a curse under his breath and picked up his speed.

_**This is the part where you all gasp and stare and gape because "SPIDER MAN DOESN'T KILL PEOPLE!" And he doesn't. But as you may notice, I never once referred to Miguel as Spider-Man because, like Pete said, he hasn't earned the right to call himself that. There will be several references to this issue as the series goes on, I can tell you that.**_

_**You all know those super long red batman like fringes that come off the arms of Spidey 2099? Well I decided to make them actually useful and turn them into weapons. The suit has various other surprises that we'll delve into as the series goes on. In fact…nevermind.**_

_**This chapter marked the appearance of the Deadly Lady Deadpool, out of costume of course. She will of course play a much bigger role in the up coming issues, but this was just a little introduction to her. Thank you for reading, review if you have the time, submit the villains and allies and yada yada. See you next issue.**_


	7. With Great Power: Great Responsibility

"Spider-Man!" the voice from the loudspeaker shouted. "Stop in the name of the law!"

For once, the Public Eye was in the right about who they were chasing. And it was getting on Miguel O'Hara's nerves.

"Just once, you guys couldn't ignore a murder, huh?" the masked teen thought. "Alright then, let's play follow the leader…"

The teen swung around, getting a feel for what the skycars could and couldn't do, their strengths and weaknesses. Or rather, he tried to. So far it still just looked like two cars chasing him at high speeds through Nueva York.

The miniature earth-quake in his head returned, and Miguel barrel rolled in reaction. A stun net flew through the space he'd been moments earlier. As the teen turned his head, he saw one of the Public Eye officers hefting a stun net launcher.

Miguel gulped at the sight of the launcher. If the net it fired so much as grazed him, he would get a nearly fatal dose of electricity that could leave him paralyzed for up to a week. Of course, a direct hit would entangle him in a mass of electric coils.

"Oh come on!" Miguel complained as he swung away.

The Public Eye continued their pursuit. Miguel turned a sharp corner and landed squarely on a building wall. As the Public Eye rounded the corner after him, they were briefly caught off guard as a web line yanked out the driver of one of the skycars.

The driver plummeted down, screaming. Miguel watched him briefly, feeling his moral scales teeter back and forth. It wouldn't be hard to save the Public Eye officer, wouldn't even take that long. If he did it right, he wouldn't even have to sling a web.

Or he could just let him fall. All the way down to the ground. Miguel sighed, and jumped down after the tumbling Public Eye officer. A stun net chased down after him, but the O'Hara teen avoided it with ease, like it was an annoying distraction from what he was doing now.

The Public Eye officer continued to scream as he fell through the air with seemingly no hope. Miguel tucked his arms at his sides and he shot down even faster like a missile. He pulled out just as he passed the officer, catching him.

The officer continued to scream and shout even as Miguel swung them to safety. The human spider hybrid groaned as the Public Eye struggled.

"Will you quit squirming? I'm trying to save your life!"

Miguel landed them on an apartment balcony, annoyed. The Public Eye officer tore free of his grasp and immediately drew his gun against the masked vigilante.

"Your under are—"

WHACK! CRACK! THWIP!

Miguel batted the gun aside with the first blow, knocked the officer to the ground with the second, and then secure him into place with a quick string of webbing. The officer began a slur of curses until Miguel let out another web, sealing the officer's mouth shut.

"Now, now," Miguel scolded the now immobile officer. "Those aren't the words I was looking for. Maybe try 'thank you' next time someone saves you from become street pizza."

"Mmph!" the officer retorted through the webbing.

"Spider-Man, stand down, we have you surrounded!" the loudspeaker of one of the skycars announced. Miguel spun, looking up at the two skycars closing in. An officer was leaning out of each one, wielding a net launcher.

"Aw crud," O'Hara muttered, and leapt away from his rescuee. As he resumed swinging, the Public Eye resumed chasing and firing nets whenever they "had a shot". None hit their mark, Miguel's strange new sixth sense alerting him just in time, every time.

"I can do this all night fellas!" Miguel taunted, when his web line suddenly went slack and he briefly tumbled out of control. "Whoa!"

The driver of one of the Public Eye officers had gotten smart, and shot Miguel's web line, severing it. Miguel shot out a web line in a blind direction and yanked, catapulting himself through the air and _away _from the people still chasing. He figured if he kept at this long enough, the skycars would run out of power and have to turn back or risk falling out of the sky.

But he was getting tired, fast. He needed to get rid of them, not just run. He spun midair and fired a web line directly at one of the skycars chasing him. A quick web zip later and he was on its hood, with a very shocked driver and passenger gaping at him. The driver kept shouting, "Shoot him! Shoot him!" and the passenger kept fumbling with his stun net launcher, but no really action was being taken.

Unless you counted the wild swerving the driver was pulling to try and shake off Miguel. It was utterly useless, and several times the Public Eye skycar came close to crashing into another.

"Okay buddy," Miguel said sternly. "Time to hit the brakes!"

Miguel punched the windshield into a million pieces just as the officer in the passenger seat finished reloading the net launcher. Miguel yanked the weapon out of the officers hand and fired it, coiling the officer in an electrically charged net. The driver was still cursing and still swerving, so Miguel tossed the launcher aside and grabbed the wheel to straighten it out.

But that only panicked the driver more, and he jerked the wheel hard enough to crash the skycar through the side of a building. Miguel jumped off before the impact and swung away, glad to be rid of the car. But there were still more Public Eye chasing after him.

He sighed and swung away faster. He had a nice head start, but the cars were closing the gap fast. Miguel turned a sharp corner and landed on a passing elevated train. Up ahead, the tracks entered a tunnel through the vertical tram station, packed full of people commuting in every direction.

_Perfect place to disappear…if only I was wear clothes that blended in._

As the station loomed ahead, Miguel felt the tingle in the back of his skull and dodged just in time. An actual bullet punched through the train, and Miguel heard screams from inside.

The teen looked up as Public Eye officers jumped out of their skycar and landed on the train, using magnetic boots to keep their footing. They all had their handguns drawn.

"Lethal force authorized!" one of them shouted. "Preserve the face for identification!"

"You guys don't know when to quit do you?" Miguel taunted, cracking his knuckles.

The fight was a short one. Not only was Miguel to fast and too agile to get a shot at, but the magnetic boots of the officers were cumbersome and slow. It wasn't long before they were tightly webbed to the top of the train.

Miguel looked up at the skycar that had stayed at pace with the train, still following him. "Give up! GO home! Get out of here damn it, shoo!"

A panel on the undercarriage of the car slid back, and twin minguns extended. The back of Miguel's skull went nuts.

"Well this sucks," the superhuman teen noted.

But a moment later, everything went wrong. The skycar driver had been too focused on Miguel, and they'd completely ignored the street lamps suspended from buildings to keep the skylanes illuminated. One hit the car, and it exploded on impact.

The wreck spiraled into the tracks of the passenger train, there was a horrible screech and groan of straining metal, and then the train derailed, jerking off its rails falling away, down to the surface far below. Or maybe it would hit a building and stop short.

The train plummeted crushing skycars that had the bad luck to be in its way and destroying them. Inside Miguel could hear the passengers screaming. Quickly, he jumped off and swung away onto the side of a nearby building for safety to watch helpless as it continued to fall, leaving a vertical path of destruction as it did.

That was when he heard the news car. Miguel squinted from behind his mask as the news car's spotlight shone on him. He could hear the reporter from her seat, even so far away and over the sound of the crashing train that continued its decent of death.

"There he is! My god, it's really him! Lou, are you getting this? It's the actual Spider-Man, alive and here in Nueva York. Spider-Man hasn't been seen in twenty years and now he's turned up at the receiving end of a Public Eye pursuit gone horribly wrong!"

The Public Eye called him Spider-Man. The reporter was calling him Spider-Man. But Parker's words rang in his mind. He wasn't worthy of the name.

_With great power…_

Miguel watched the train. It was getting smaller now, scraping up the sides of buildings. He couldn't hear the passengers screaming, but it wasn't hard to imagine.

_With great power…_

The reporter continued to rant on, answering questions fed to her by someone over a headset. Miguel had tuned her out by now.

_With great power…_

Was it even possible to save that train and the people inside? Was it even worth it to try?

…_comes great responsibility._

Miguel exhaled slowly, and dove. He had a lot of catching up to do.

_**Finally this chapter is done! What to discuss…well, there weren't really any cameos or pop culture references in this chapter I don't think. Well, coming up next is a nice action sequence followed by the a talk with the original Spidey and an ironic appearance by the mayor! Until then…review?**_


	8. With Great Power: Town is Falling Down

Miguel shot out a webline and yanked, catapulting himself straight down like a human dart. He raced after the plummeting train as it smashed and crashed its way down to the surface. He kept web zipping down after it, counting on the fact that its constant crashes kept the massive train from reaching terminal velocity.

Finally, his feet planted squarely on the side of the train, sticking to it. Inside he could hear the screams of passengers, and above his head he could hear the news skycar chasing down after him to get footage. Whether it was live or not, all the city was going to be watching what he did next.

_No pressure._ Miguel crawled across the surface until he found a window to punch in and enter through. He climbed in, and people stared at him in shock.

"Hang on, I'm here to help!" he shouted to the passengers. Most kept screaming, clinging to their seats for dear life.

"Okay, think…" Miguel muttered to himself. "How do I get everyone out of this?"

Miguel was still thinking when something hit the falling train harder than anything previous. Metal screech, and suddenly the car Miguel was in was cleaved in half, sending several people tumbling out of the split train car and into open air.

Miguel launched himself out after them without a thought. He fired two weblines, each one securing to a free-falling body. He fasten ted the weblines together and fired off a third, reeling in another person and attaching their line to the bundle. When all the people who'd been thrown from the train were accounted for, Miguel yanked hard on the collective bundle of lines and threw all the passengers he'd caught back into the falling train.

Just to make sure no one else would go flying out, Miguel webbed shut the split open ends of each half of the train before zipping back down onto the exterior of one of them.

"C'mon O'Hara, think on your feet," the masked teen muttered to himself. He looked down to the ground slowly coming up to meet them, at the sides of towering skycrappers streaking past them as they fell.

He looked to his wrists, wondering if he was up to the challenge, then got to work. He flung out as much webbing as he could, trying to spin a massive web to catch the falling train halves. The halves hit the first layer of the web, and almost immediately its lines began to snap under strain from catching such heavy and fast falling objects.

Miguel jumped down past the trains and his web, turned midair to look up at them, and resumed adding layer after layer of webbing, which was snapped again and again by the falling trains. All the while, a tightness was slowly building up in his forearms as he let out more and more webbing. He ignored it and continued spinning, determined to stop the fall of the train.

Finally, the train halves reached a layer strong enough, and going slowly enough that they stopped. Grateful, Miguel let out one last oddly thin webline and swung onto the side of a building to watch from below at the marvel he'd just performed.

"Not bad," a voice in his ear complimented.

"You saw all of that?" Miguel asked.

"The live news crew has been following you around. I imagine _everyone _saw that," the doctor informed him. "Not bad for a rookie."

"Oh please," Miguel laughed. "I just caught a train. A _train_."

The two halves of the train lay neatly in the massive web hammock strung out between two skyscrapers. Although a few lines snapped at first, it looked like it was going to hold until help could arrive. Miguel was panting and the tightness in his forearms was killing him, but he was relieved. People were already climbing out of the two halves of the train from windows and doors and anything else, trying to get out of them and onto the safety of the webbing.

"You saved a lot of people today," Peter agreed. "But I have to ask you. What happened to Stoner?"

"Uh…" Miguel looked at his arm, and the fringes automatically extended. He could still see a little dried blood on the tip. "Let's just…save that talk for later."

There was only silence on the other end. Miguel was trying to come up with a way to explain himself, but it was nothing but excuses and self-bashing. He needed to just face the facts, live with the guilt, and make up for it as best he could. Still, he felt like he owed Parker some kind of apology, for tainting the legacy the old man had worked so hard to build.

Then, the worst happened. One of the two train halves started to list towards one side of the web hammock, towards the edge. Miguel watched in horror as it teetered, teetered…and fell again. Miguel listened to the scream of one, sole person still trapped inside.

Almost on reflex, he jumped down after the falling train half. He pulled off a quick web zip, his unusually thin line breaking as he yanked, and landed on the side of tumbling transport. He punched in a window, climbed in, and got to searching.

"Where are you?" he called out to the sole voice he could hear inside, screaming. He followed the noise further into the train, having to stick the floor of the train just to avoid being tossed around the train cars like a rag doll. He could only imagine what it must be like to the person trapped inside this hunk of metal.

"Hello?" he called again. He reached the end of the car and pried the door to the next one open. As he did, a body flew forward, slammed past him and tumbled back and out the window Miguel had smashed to get in.

"Oh great," Miguel grumbled, and jumped out after the person.

When he cleared the train, he got his first good look at the person who had been thrown violently out of the free-falling train. It was a girl, wearing black shorts and a white top, blonde hair whipping in the wind. Somehow, despite the chaos and adrenaline, he recognized the girl.

"Serina!" Miguel called out to his friend from high school. Well, ex-friend now. He'd stopped talking to her about the same time he'd gotten his first dosage of Rapture, and after all the time he'd spent missing she probably figured he was long gone at least, and if not dead.

She didn't hear Miguel cry out her name, she was too terrified to even remember her name. She saw the ground rushing up to meet her. She squeezed her eyes shut and waited for it to happen, when something hit her, throwing her fall off from straight to an angle. She felt strong arms envelope her, and when she dared to open her eyes she saw her savior. He was tall, strongly built, and covered head to toe with a dark blue costume that had a huge red emblem on the chest that was part spider, part skull. It had red stripes running down the arms and a red emblem on the face that came around the eyes and then dropped down in parallel lines.

Serina wrapped her arms as tightly around him as she could, still terrified. The man extended his arm, and a sticky strand shot out of his wrist. They swung out, through the air.

"Who are you?" Serina asked.

Miguel looked to her. She had no clue her old best friend from junior high had just saved her life. He could tell her right now though. She'd asked after all. He could tell her who he was, that he was sorry for all the stupid things he'd done and how things were different…how he was different.

"I'm Spider-Man," the hero said as they swung through the city.

"Good answer," the doctor's voice said approvingly.

She hugged more tightly against him as they swung, but with each web line the tightness in his forearms grew. How much webbing had he used catching the train?

That was when he tried to let out another line, and only got a sharp pain in his forearm in response. He and Serina began falling again, back in the same situation as before. But this time, when Spider-Man tried to throw out a webline, it only sent a sharp through his arm. He cried out and tried a third time, but the pain just kept getting worse every time he tried.

"What are you doing?" Serina yelled as they fell.

"I don't know!" he admitted through gritting teeth.

"Miguel!" Peter's voice shouted in his ear before the call dropped along with their altitude. The ground was coming up to say hello the hard way, Serina was screaming, and Miguel's every attempt to save them only resulted in more pain for him. This was going to hurt. A lot.


	9. With Great Power: Epilogue

"Do something!" Serina pleaded as she and Spider-Man fell to the ground.

"Trying!" the hero defended. He was still clutching his left wrist, which by now was killing him after all the failed attempts to sling out a lifesaving web. The two tumbled, skycars whizzing by as they rapidly descended districts.

_Okay. Don't panic. You're going to die, but don't panic._ Spider-Man thought to himself. _Think. _The novice hero tried to recall the various old stories and footage he'd seen of heroes on the History Channel, specifically Spider-Man. Hadn't he had some other way to travel besides webs?

The glider wings shot out of their position, and Spider-Man's fall was slowed dramatically. Serina slowly stopped screaming as she realized they weren't about to become street pizza. They were still going a little fast, but they should slow down before they got to the ground.

"Holy crap, that actually worked?" Spider-Man said in disbelief. He'd been half sure gliding had been Daredevil's shtick. Or was that the Punisher? Aw screw it, he was just glad to be alive. Serina clung to him even tighter now that his arms were no longer wrapped around her, busy gliding them to safety.

They landed on a very low rise balcony with an old sheet metal roof full of holes. It clanged as their feet hit it, and other sections creaked and groaned at the strain of having to support two people in addition to itself.

"Where are we?" Serina asked, looking around.

There were few skyscrapers around, and the ones that were shot so monstrously high their peaks could not be seen. Dim, yellowed and orange lights made poor attempts to light the night. The air had a thick, musty feeling to it, weighed down by layers of polluted air that had sunk to these lower levels. And was that a car with actually _wheels_?

"Welcome to the Slums," Spider-Man said.

The Slums, on the eastern side of the city and near or at the surface in terms of elevation, were hands down the worst parts of town. In the upper and newer levels, crime was a corporate business shared by the law enforcement and the Alchemax owned gangs, operated smoothly. Down here, it was just random chaos and lawlessness. A woman walking the streets alone could get maybe two hundred yards before thugs and the like descended on her. Only half that if she wore heels.

Public Eye was, ironically, far cleaner and more honest in the Slums than it was in other areas of town. Simply because the crime in the Slums was to dirty, to random, and too down right uncontrollable for Alchemax to get its hands into. Thus, the gangs here ran their own agenda and the Public Eye here did the job they were supposed to rather than get involved in…less savory activities.

It was dirty, it was full of drug addicts and gangs, it was old, and it refused to obey any sort of rule except for maybe following the status quo and being a stereotypical slum in what was so often advertised as the city of tomorrow.

Add on the fact that this was where Miguel O'Hara's life had been changed forever, and this was a truly memorable district. Yes, this is where he'd gotten his first dose of Rapture.

"The Slums…" Serina said, looking out at this strange new world she'd never really known was right beneath her feet. "…it's really something else."

"Yeah…" Spider-Man said through clenched teeth. He clutched his wrist, another attempt resulting in only more pain. "You never forget your first night in the Slums. Ow, god damn it…"

Serina turned around to look at him again. "Are you okay? What happened up there?"

"I'm fine, it's nothing," Spider-Man assured her, still rubbing his wrist to soothe the pain. It was like something inside his arm was being pulled and stretched to the breaking point. "Just uh…um…"

Static crackled in the built in phone of Spider-Man's mask. "—uel? Read me? Miguel are you there?"

Serina's ears picked up the noise. "What was that?" she asked.

"Nothing," Spider-Man quickly replied. He pressed two fingers to his ears to try and get better quality sound.

"Miguel, what happened, I lost the signal," the old man said.

"I don't know the webs…they started hurting me," the novice tried to explain. "What went wrong?"

"You're spinnerets might be dry, you must have exhausted them saving the train," the veteran hero reasoned. "They'll be good for use again in about an hour or so, but lay off of them until then, it'll only cause strain."

"Yeah, that would have been nice to know earlier," Spider-Man commented.

"Now where would the fun be if I just gave you all the answers?" the old doctor quipped.

"Very funny," Spider-Man sarcastically retorted. "Um, I don't suppose I could get a ride?"

The call abruptly ended. Spider-Man sighed. "Yeah…guess not."

"Who were you talking to…just now?" Serina asked, confused.

"Uh…I have…schizophrenia?" Spider-Man tried.

Serina folded her arms. "You know, for a guy in a mask claiming to be Spider-Man, you're not very good at lying. Worse than a friend of mine even."

"Hey who said I was just claiming to be Spider-Man?" the hero in question asked. "I'm as real as they get."

"Please," Serina said, rolling her eyes. "Earliest sightings of 'you' go as far back as the mid-twenties, back when Alchemax was budget consuming subdivision in Oscorp. So either Spider-Man has the secret to the fountain of youth, or there is a new face under that mask of yours."

_Damn it. She always was smart. _

So rather than try to talk his way out of it, Spider-Man used a tactic Miguel O'Hara had employed many times before. He baited her with a subject she couldn't ignore.

"I'm sure your parents are wondering where you are right now," he said.

It was an obvious attempt to change the subject, but Serina fell for it hook line and sinker just like she always did.

"Shit!" she cursed, then realized what she'd just said. "Oh, sorry about the language. It just, if I don't get home in time my dad will _kill _me. Well, not literally but _still_. Oh god…"

"Hey, take it easy," Spider-Man interrupted. "Just call them. Tell them where you are, and that you need a ride."

"You're leaving me here?" Serina asked, looking in horror at the district. "By myself."

The costumed vigilante held up his hands in defense. "Absolutely not. Relax. I'll keep you safe until your ride shows up."

"Couldn't…couldn't you just give me a lift back?" Serina asked hopefully.

"Uh, I'm still kind of dry on the webs and, it may take a while to jump and climb all the way back to Highrise—"

"Wait," she interrupted. "How…how did you know I lived in the Highrise?"

_Stupid! Stupid, stupid, stupid, stupid!_ "That's where the train was going," Spider-Man explained.

Serina looked at him skeptically. She didn't believe it for one second, but she really had no other explanation for how a sixty-year old urban legend knew where she lived. She was positive that it was someone new behind the mask though. No one who'd been around as long as Spider-Man could possibly feel that…toned.

"Sure," she said. "Tell you what. I'll stop asking questions if you get me home."

"It'd be quicker to just call for a ride," Spider-Man reminded her, even as he wrapped an arm around her waist.

"I'm sure it would," she agreed, her arms going around his neck. He sighed one last time, and made the first superhuman leap up the side of the building. He carried her all the way up and out of the Slums, through Midtown, and even up through the Highrise.

Serina wasn't normally afraid of heights. She liked tall rollercoasters, and lived in one of the tallest buildings in the city. But, flying through the city with nothing but air beneath her feet and nothing but Spider-Man to hold onto, she found her heart racing and her arms pulling her even tighter against Spider-Man's body.

Finally though, Spider-Man and Serina landed safely on the rooftop garden of the apartment complex Serina lived in. But Spider-Man had been more careful with his secret this time. He'd made Serina give him directions to her place, rather than just take her there.

He landed, by now carrying her bridal style. The soreness in his forearms was finally gone now, and Serina had stayed true to her word and not asked any more questions.

"Thanks again," Serina said, brushing a strand of hair from her face.

"Take care," Spider-Man told her. He stepped onto the edge of the roof, and fired out a web line to swing away. Before he could swing away though, Serina ran up behind him, grabbing his arm before he could leave.

"Who are you, really?" Serina asked.

"Do you expect an answer to that?" the hero asked.

"I'd like one," Serina told him. There was a pause. Spider-Man continued to cling to his web line, but he wasn't leaving yet.

Finally, he spoke up. "Goodbye." Then he swung away.

"Lost visual," the Public Eye scout reported as Spider-Man swung out of his scope.

"Come on back to base, today Spidey gets away," the captain ordered. The scout acknowledged the orders and signed off. The Public Eye Captain, Clinton Garrand, groaned and turned to his boss. She wasn't anything like he'd pictured her. For one thing, she was so…young.

The woman Garrand took orders from…didn't even look old enough to be called a woman at all. She was average height, she had hazel eyes and small diamond earrings glinted on her ear lobes. Her dirty blonde hair was tied back in a pony tail, and her blouse and short pencil skirt hugged her curves in a very unprofessional way. Her muscles though were surprisingly defined for a rich girl who didn't usually lift a finger.

"There a reason we let this freak slide?" Garrand asked.

Ms. Harriet Alchemax just smiled and said, "Oh, it's all part of the plan."

_**This officially wraps of the story beginnings. Harriet Alchemax is, in fact, still a teen. She's obviously going to be a big part of this story, as is Serina. Up next Miguel gets his first supervillian, courtesy of 3-in-1. Until then, see you all next time.**_


	10. Enter the Pool: The Return

_After I took Serina home, things got a little…complicated. The good doctor reminded me that my dad was still going all over the city looking for me, and that Miguel O'Hara was still, as far as the general public knew, a missing child. _

Spider-Man swung through the city, although this trip through Midtown was really more of a relaxation run than a patrol. He needed to clear his head because, after months of being in a drug induced coma and one crazy night, tomorrow he was going back somewhere he wasn't quite ready to face: school.

_It took a lot of teamwork and lying, but we pulled it off. I got some decent street clothes and snuck back into the Alchemax research labs. After that, it only took a few minutes of aimless wandering for security to find me and phone my dad. _

He landed on the face of a building that would give him a good view of the old place: Midtown High. In the blue light of Midtown lights, closed down for the night, it looked calm, peaceful, and lonely. Spider-Man tried to recall what it looked like during the day. During the day, it was cramped full of students and faculty, abuzz with activity and bathed in real sunlight. It had been a long time since he'd been in there.

_Dad wasn't hard to convince. I just had to play the "I woke up confused and not fully aware" card, and he wasn't even mad at me after that. He was just glad to have his son back. I admit, it was good to finally be back. We went home together that night, Dad had me taken off the missing person's list, and we both finally got some rest._

Spider-Man could've stayed there for a long time, perhaps all night even, but a tremor in the back of his skull alerted him that his quiet time was over. He fired off a web line and swung out, following his instincts.

Less than a second after he started swinging, the sound of broken glass hit his enhanced ears and he honed in on the exact location. His swing speed increased, and in seconds he was flying toward the convenience store being robbed. After a week of drug dealings, intimidation killings, arms smuggling, and industrial espionage, it felt strangely nice for good old fashioned, random crime that Alchemax didn't control.

_That morning, I actually got the guts to tell my dad I was sorry. And I was sorry. I'd let losing Mom ruin me, and my life, and seeing me go through hell had done a number on everyone I'd cared about too. I had to change that._

_But sorting things out with Dad was nothing compared to putting my old life back together.I had to beg Dad not to tell anyone where I'd really been all those months the doc had been trying to save me. So, we came up with a story that I'd gotten lost in the Slums without my phone, and spent the time I'd been gone trying to get back home. It's kinda funny, lying my to my dad so he would lie for me._

_Serina went nuts when I called, and probably spent a half hour going on about how worried she'd been and asking where I'd been and everything else a real friend would do if they're best friend had suddenly reappeared into the world._

_The school bought the story Dad and I came up with, and I was excused from as much missed work as possible. Even so, I have a mountain of homework and projects to make up. It'll be a miracle if I don't end up dropping out._

Spider-Man dropped into the store, his eyes adjusting well to the poorly lit interior. He hopped onto the ceiling of the place, and began slowly crawling through, searching for whoever had broken in. There was a slight rustle to his right, followed by Spider-Man's spider-sense.

_But even that wasn't the biggest resolution. The day after the train incident, I got a call from Dr. Parker, and he was offering me a choice. I could give the suit back to him, ignore my powers, and try to live a normal life…_

Spider-Man dropped to the floor, easily dodging the bottle thrown at him. The kid who'd thrown in staggered backward, cowering in the darkness at something he could not see. Spider-Man activated the lights in his costume, and the red spider emblem, lines on his arms, razor sharp fringes, and lines around his eyes all lit up bright red.

_Or I could keep the costume, the name, and the responsibilities that went with it, and change my life forever. There was of course a catch. If I was going to be Spider-Man, I would have to play by Spider-Man's rules. That meant putting everyone else before me, telling no one my secret, and of course…no killing._

_The choice was pretty easy._

In the dark of the closed store, the glow from the costume was the only source of light, and it gave an eerie glow to Spider-Man that crumbled the resolve of the would be thief.

"Do your parents know where you are young man?" the hero asked.

The teen criminal gasped and tried to run, only to trip on his own feet. Spider-Man sighed, grabbed the downed boy, and was about to web him to a wall when the sirens of a Public Eye skycar wailed its way into his ears.

"Aw crap," the hero muttered, and dropped the boy before killing his costumes lights and web zipping out of the store before the Public Eye could show up and arrest him for the murder of Ronald Stoner.

But as he climbed away, he decided to stop and watch what the officers would do to the kid. The skycar landed on the extended landing pad, and one officer climbed out onto and entered the store. Soon, the same kid thief Spider-Man had caught seconds earlier was literally thrown out of the store.

The kid landed hard, then tried to get up and run. There was a loud crack, and the boy fell to the ground clutching his leg and screaming. A Public Eye officer walked calmly out of the store's broken window, whistling and still brandishing the pistol.

A second officer exited the skycar and ran to the boy's side. The two officers went back in forth in some kind of argument, and there was a second _crack_. The officer who'd been inspecting the boys wound jumped back, soon crawling away backward as the gun-wielding officer aimed the gun.

Before a third shot could be fired, a webline yanked the gun right out of the officers hands. All heads turned as Spider-Man jumped down onto the scene, the confiscated gun in his hand.

"Spider-Man!" shouted the one who'd just gotten his gun stolen.

The hero tossed the firearm aside. "A little free with the trigger aren't you pal? Shot a kid, shot at your own partner, keep this up and someone's liable to get hurt."

Spider-Man's brief sense of victory vanished when his spider-sense went off. A moment later, the boy thief shouted, "You're under arrest freak!"

Spider-Man looked at the kid, and found a gun in his hands. His spider-sense went off again, and the sound of several weapon safeties clicking off filled the air. Three spotlights came on, illuminating the immediate area. Spider-Man found himself surrounded by at least five Public Eye officers, all with weapons drawn.

The only one who didn't have a weapon pointed at him was the Public Eye officer who'd been shot at by his or her own partner. That officer was still on the ground, staring at Spider-Man in awe.

"Terrific," Spider-Man muttered. "C'mon guys, let's talk about this. Just put the guns down…"

His spider-sense only barely gave him enough warning to dodge the bullet. Within seconds, Spider-Man was jumping and dodging through the air, bullets flying all around him. He landed behind one officer and quickly put him down in a quick series of strikes.

As bullets honed in on his position, Spider-Man fired two web lines, yanking away the weapons of two more ambushers. He jumped away, disarming a third when he landed with a powerful heel kick that cracked the officer's helmet.

Within seconds, all of the would be ambushers had been knocked out or otherwise subdued by the ambushee. Only the lone Public Eye officer who hadn't drawn a weapon remained. Spider-Man gave the last officer a hard stare.

"What?" he demanded, remarking the officer's continued staring. "Do I have something stuck in my teeth?"

Getting no response, the hero shook his head and swung off.

* * *

><p>"He subdued the ambush team, and escaped. The Scouts we had posted to follow lost visual moments after," Garrand reported reluctantly to the commissioner of the Public Eye. Commissioner Stacy let out puff a cigar smoke, clearly not pleased.<p>

"Bloody Hell," the commissioner muttered. "I don't care what Alchemax wants or has planned, this goddamn webjockey isn't just ruining our operations, now he's making a complete mockery of us! How hard is it to catch one bloody man!"

"Very hard, when that one man can dodge a bullet and bend steel," Garrand defended. "This isn't something the Public Eye was trained for. The Cape Killer unit was disbanded after the X-Massacre, and there hasn't been a superhuman since. We've got no one capable of dealing with this."

The commissioner thought his over. "Perhaps we do."

* * *

><p>"Read 'em and weep boys, that's a Royal Flush," Officer Wilson said with a smile. Every other officer around the table groaned as she collected the <em>large<em> pot. "Better luck next time."

_How much longer before they realize she's got an entire deck of cards up her sleeves? _One of the voices asked.

**I don't think they ever will. Between the booze, their low IQs, and the fact that they aren't paying much attention to her **_**sleeves, **_**no one's going to notice. **The other reasoned.

"Ah, men," Wilson agreed. "So easily distracted by…sleeves."

"I wasn't staring!" one particularly drunk hurried defended before promptly passing out. The guy sitting next to him subtly began pick pocketing.

"Wanda Tanesha Wilson?" a sober voice called out.

Wanda turned to see none other than Public Eye Captain Garrand standing at the door to the rec center of the Public Eye office. If this was another one of the Public Eye's reminders that she still hadn't taken her mandatory "mental health exam", someone was going to get shot, very soon.

_Ohhh, we're in trouble._ A voice said worriedly in Wanda's own head.

**Nah, I think it's just her. No one ever seems to pay attention to us. **The two voices seemed to agree on this.

"Yes Cap?" Wanda asked, getting up from her chair.

"I'd like you to come with me," the captain said. "The Commissioner has an assignment for you that you might be interested in."

_Ew._

**Gross! Don't go there, this story is rated T!**

"Both of you shut up," Wanda said, and she followed the captain out. However, one hand reflexively went to the holster that held one of her old, .45 pistols. Just feeling that thing brought back all kinds of memories from the more…exciting days of her life.

When they reached the commissioners office, the captain left, leaving Wanda alone with the cigar smoking Brit.

"Officer Wilson."

"Commish," she greeted. "So…what's this about? Did I kill someone I wasn't supposed to? Cause collateral damage and now it's coming out of my salary, cheat you in a poker game…?"

"What was that last one?" Commissioner Stacy asked.

"…cause collateral damage."

_Nice save._

Stacy shook his head. "Right. No, you're here because as of recent times the Public Eye has come across a problem that we think only you can solve."

"Ah," Wanda said. Where had she heard that one before?

_Oh, finally, some _real _action! Take the job! Take the job!_

**Why don't we just pass on that? Retirement's fun! Or, it was until **_**somebody **_**decided to leave the island paradise for this hole. **

"Before you say no, know that we're willing to pay handsomely," Commissioner Stacy told her.

**Forget what I said about retirement.**

_Wow. You're not that hard to convert._

"I'm listening," Wanda said with genuine interest. Her Public Eye salary was a very small one, mostly due to the stingy budget managers. For them to actually lay down some real money meant that this was at least worth checking out.

"There is some new…mutant of some kind loose in this city. He calls himself—"

"Spider-Man," Wanda finished. "Tempting, _very _tempting, but what makes me so qualified to take on a super hero?"

The commissioner clicked a button on his desk's control panel, and the footage played on a holo display:

"_Lady Deadpool," Wanda told her fellow Public Eye officers. "Or LD if that doesn't roll off the tongue for ya. Yup, those were the days. An AK on my back, a million and a half hanging in the balance, and a Cape in my sights."_

"_Yeah, suure," one of the officers sarcastically said._

"_How'd she make it through Psych Eval?" another muttered._

**In hindsight, blabbing your life story to everyone you meet may not have been that best way to keep a secret.**

"Ya think?" Wanda retorted. She let out a sigh. "Alright, you caught me Commish. The Deadly Lady Deadpool, at your service…that is, if the cheap skates up in Budget actually have enough money to get my attention."

"How does a quarter of a billion dollars sound to you?"

"Keep talking…"

_**And that wraps up this issue. The first opening half was really an aftermath/new beginning kind of thing, and obviously the second half was the antagonist of this arc being established. Hope I kept her in character, if not I'm sorry.**_

_**Commissioner Stacy…that's a name you didn't expect, did ya? And what's with the accent? He's descended from Gabriel Stacy, that really weird son of Gwen and Norman who became the Green Goblin and ran away to Europe. Hope that explains that.**_

_**The two voices of Wanda's schizophrenia appeared as well. **_

_The voice of Creativity was done in italics_

**While the voice of Reason was done in simple bold.**

_**And these ANs are done in both simealtaneously. Until next time, goodnight (Seriously, it's late where I am.) **_


	11. Enter the Pool: Foresight

Spider-Man flew across the skies faster than the speed limit allowed most skycars to travel at. His heart rate was beating rapidly as adrenaline coursed through his veins, the shining sun above was beginning to draw sweat that moistened his mask. His breath came out ragged and strained, panting as he continued to streak in between buildings.

Speed was of the essence, it was the difference between success and failure. He didn't even dare to check the time. It would only make him more desperate. As he swung, he could see the disappointed faces of Serina, of his father, all ridiculing for not making it in time. He swung faster, determined not to let that imagination become reality.

He pulled a tight turn around a corner, and came in full sight of his destination. Midtown High. His watch around his wrist beeped with an annoyingly chipper tone, and a nanosecond after that the sound of the school bell reached his ears.

"Oh come on!" the hero complained to whoever was in charge upstairs.

With one last web zip, he shot down into the alley between the cafeteria and the office where the cooks dumped food scraps. Unfortunately, he came in just a tad too fast and crashed headlong into a dumpster full of foul smelling…_something_.

As if to put an emphasis on it, the lid fell shut on top of him. From inside the dumpster, if anyone had been in earshot, they would have heard the word "Seriously?" echo inside the large container of trash. Fate was not done being cruel to the rookie hero either.

The back door of the cafeteria opened, and one of the cooks exited carrying a bag filled with the leftovers of last week's "mystery meat". Without really paying much attention, the cook opened the lid of the dumpster and tossed in the bag.

The cook returned to the cafeteria, and a very annoyed Spider-Man emerged from the bags. "I wonder how the old man's day is going…"

* * *

><p>"Morning Dr. Parker!" the receptionist greeted happily.<p>

"Morning Dr. Parker!" the coffee guy offered as he struggled to balance a total of seven cups of coffee and decaf and hot chocolate.

"Morning Doctor!" the janitor said.

"Good morning Parker!" the head of ballistics research shouted from across the lobby.

Peter Parker politely smiled and said hello back to everyone who greeted him. He stepped into the elevator with a subtle grin on his face as he hummed along to the elevator music. The doors shut, taking him up to his floor.

He gave a contented sigh as the silent elevator ride took him up to his floor. "Beats the Bugle, everytime."

* * *

><p>"Sorry I'm late!" Miguel practically shouted as he barged into his chemistry class.<p>

All heads turned to him, including the very familiar faces of Serina and Rocky. Serina tried and failed to hide the thrill on her face of seeing Miguel again, Rocky's face was sympathetic. Mr. Guzero's class was not one you should be late to. Especially not a full ten minutes late.

An awkward silence filled the room, interrupted only once by a cough from a student. Miguel felt an uneasiness creeping over him, and wished he was facing a room full of Public Eye all with guns pointed at him. At least then he would know what to do. Now though, all he could do was stand and wait for Guzero to inflict his punishment.

But, surprisingly, Guzero was lenient. "Ah, Mr. O'Hara. Welcome back. You can take a seat next to Mr. Allen in the back for now, we'll get you a new permanent seat on the seating chart later.

Back when Miguel was in his spiral, he probably would've cussed out Guzero in front of the whole class, kicked over a chair, and gotten security to drag him halfway to the principal's office. Now though, his system and head both clear, he was smart enough to mutter "Thank you sir," and take a seat.

"Welcome back bro," Rocky whispered.

The two old friends shared an almost alien feeling fist bump. It had been months since they'd done that, since they'd even talked. But despite the awkwardness, already Miguel could feel them resuming their old friendship like clockwork.

"Good to be back," Miguel said.

* * *

><p><em>Forty minutes into Biology class…<em>

"I take back what I said," Miguel decided after listening to Guzero drone on and on about acids and bases. "I'm bored out of my freaking mind."

"Shut up, I'm trying to take notes!" whispered Rocky tersely.

"Why?" Miguel questioned as silently as he could. "We've been taught the same concept over and over since sixth grade!"

"Shut up!" Rocky hissed, urgency in his voice.

But it was too late. From behind, Miguel heard a man clear his throat audibly. Miguel turned around, although he already knew it was Mr. Guzero standing behind him. The middle-aged teacher was standing with his arms crossed and his a frown on his face.

"Mr. O'Hara, is there something you'd like to share with the rest of the class?" the classic teacher vs student call out.

"Just that science seems to repeat itself every year," Miguel dared to retort. "Gets kind of boring is all."

"Oh, well I'm sorry I can't make this more exciting for you," Mr. Guzero said sarcastically. "Is there anything else you'd like to say?"

"No Mr. Guzero, I'm sorry Mr. Guzero," Miguel droned. For humor's sake, he added, "Please don't eat me Mr. Guzero…"

The class laughed at that one. That did it. "That is the final straw Mr. O'Hara, you have—"

Miguel never found out what he had, because at that moment the bell rang, and Mr. Guzero's attention span was reset. "Class dismissed!" he announced. He sent Miguel a glare that said _I'm watching you._

Miguel and everyone else got out of class as quickly as the sole exit would allow. There was pushing, shoving, and maybe a hint of whose-hand-is-that? moments, but everyone finally managed to get out in one piece.

"You were three seconds from getting suspended on your first day back," Rocky said in disbelief. "Nice going."

"Aw c'mon, it was hilarious," Miguel defended.

"…yeah, it was," Rocky admitted, laughing.

"Hey you two!" Serina shouted as she wrapped her arms around both of their necks and pulled them into a suffocating group hug. "It's like a family reunion."

"Okay, okay, I get, you missed me," Miguel groaned, laughing.

"Seriously, if you ever try to spiral into oblivion like that again, me and Rocky will kill you ourselves," she warned.

"I'd do it too," Rocky added.

The three friends laughed again, before Miguel returned to a more serious tone. "Don't worry guys. All of that's behind me now. I'm a new man."

"Glad to hear it," Serina said.

"Sit together at lunch?" Rocky suggested to them.

"Sounds like a plan," Miguel agreed.

* * *

><p>Dr. Parker's lab was freshly repaired from the events that had birthed the new Spider-Man. A fresh pane of glass, new clothing locker, and best of all an Alchemax that believed he'd failed to find a cure for Rapture, and Miguel had miraculously pulled through on his own. It was amazing how easily fooled people were if you acted like you believed what you were saying.<p>

Technically, today was supposed to be his day off while the company assessed which of the projects he was needed on, but he'd come in anyway to get some work done. Well, not work so much as passing hobby.

Years ago in the days of his amazing youth, Parker had encountered a being. A controlling, symbiotic being that was a dangerous as it was empowering. _The _symbiote. For all the dangerous, the symbiote was not wholly destructive. It had after all, cured Eddie Brock's cancer. And it was Parker's belief that he could use data from the symbiote to cure cancer, without having to bond anyone to an alien.

He'd taken a sample years ago (an inactive one of course), kept it off to the side for when he got free time to study it. Now, where had he left it? It should have been right on the worktable, but for whatever reason it wasn't.

As Parker absent mindedly looked around the worktable, he stepped on small bits of broken glass.

* * *

><p>A woman in a red and black jumpsuit and mask sat perched on a rooftop overlooking Midtown High. A matching red and black mask cover her face, black around the eyes with small white lenses. Twin katana sheaths were secured to her back in an X-formation, gun holsters secured to a belt around her waist, and knives attached to her boots and belt.<p>

The Deadly Lady Deadpool was watching the high school through the scope of a heavily modified AK.

**I told you following a guy in blue and red underwear wouldn't be hard. **

_Well, that didn't sound weird at all…_

"Shut up, both of you," LD interrupted.

**Why are we here again? The fight isn't even until next chapter.**

"It's called foreshadowing, blame the author," the mercenary retorted, silencing Reason for now.

The trail of deteriorating weblines ended here, so this was where she'd decided to set up shop and wait. It made sense really. It only took some simple math to figure out that the original Spider-Man had started out in high school. Why couldn't his replacement do the same?

Now all she had to do was sit and wait.

And wait.

And wait…

"Now would be a good point to end the chapter at," she advised.

_Ya think?_

* * *

><p><em><strong>Well, this chapter did not feature any action, but next chapter obviously will (Thank you LD, for the spoilers…). And yes, there were two instances of foreshadowing in this chapter. Both were fairly obvious, but one is going to take much longer to unfold. MWA HA HA!<strong>_

_**Ahem. Let's just say I have big plans for the Black Suit.**_


	12. Enter the Pool: Boss Battle, Suckers!

_**Alright, hitting up this story as well. Getting back in my grove! WOO! *winces* Ow. Too loud.**_

_**[SKIP this paragraph if this story is the only one of mine you've ever read.]**_

_**Anyway, in case the JJATCOW fans are worried, I'm not abandoning my first fandom. I just haven't gotten around to it yet. I wasn't going to tell you guys, but I may have written myself into a corner with that last Demigod Files 2.0 chapter. I should be able to work that out in time for my annual summer writing frenzy though.**_

_**[END SKIP]**_

_**Alright, I know I've been gone a long time, but last time I was around I'm fairly sure I promised a boss battle, and I intend to deliver. Cooked this one up myself last night when I got banned from playing anymore ME3.**_

_**Enjoy. Or not.**_

Although he was going to have to practice his landing, Spider-Man had undoubtedly gotten the hang of web swinging by now. The easy rhythm took over him as the red and blue clad vigilante fell into an intricate dance of momentum that hurled him through the skyline at ordinarily impossible speeds.

"Yeeeeehaw!" he cried, wind nipping his face even through his mask. He shot through a tight space between skylanes, corkscrewing as he did and missing skycars by centimeters. This, Spider-Man decided, was the only way to travel.

But of course, fate would decide to kill the moment. Spider-Man felt the tremor in his skull that could only be his spider-sense. Before he could even move though, his taut webline suddenly went slack, accompanied by the snap of webbing and the loud _crack _of a rifle.

Spider-Man entered a brief free-fall before regaining control with a quick recovering web-zip, and seconds later he was swinging in the direction the shot had come from. Spider-sense gave him a split second warning, and he narrowly avoided a second bullet aimed at his chest.

Two weblines and a triple front flip later, Spider-Man landed on the ledge the Public Eye sniper had been shooting from. The officer in question staggered back, surprised by the speed with which his target could move.

"Man, I am getting a little insulted," Spider-Man quipped. "Did they really think one guy was going to drop me?"

The sniper drew a handgun, which the masked man lazily jammed with a quick spurt of webbing. Again, the sniper staggered back in fear. Spider-Man made the gesture of yawning.

"Boooring," he complained. "Seriously, I'm a superhero! Couldn't you guys have at least pulled out a few more stops than _this_?"

As if in answer to his question, Spider-Man heard the sound of a Public Eye's assault hover craft's powerful vertical engines as it ascended up from behind him. The hero's shoulders sagged, and behind the mask he wore an annoyed expression.

"Me and my big mouth," he muttered, still not having turned to face the hovering assault craft.

The assault craft's weapon safeties disengaged, at miliseconds later Spider-Man's spider sense gave him all the warning he needed. He leapt high into the air as machine gun fire riddled his previous position with bullets, spraying bits of concrete into the air. Spider-Man performed an aerial backflip, a handspring off the back of the hover craft and then swung off away from the scene.

The hover craft turned to purse, letting out another burst of hot metal that whizzed through the air, narrowly missing its intended target.

Spider-Man laughed despite the situation. "Missed me!" he taunted.

The hover craft flew after the rapidly escaping fugitive, but even its top speed was nothing compared to Spider-Man's. Inside the cockpit, the pilot cursed the slow engines and primed the craft's missile batteries. All that was needed now was a quick lock onto Spider-Man's signature.

Spider-Man rounded a tight corner and immediately stuck onto the side of the skyscraper's wall, panting. Swinging _that _fast had actual taken a good deal of effort, and if the hover craft turned out to have better fuel economy than the Public Eye's other pieces of heavy artillery, he could end up in trouble.

After a few seconds, the hovercraft sped by, heading at top speed…in the wrong direction. Spider-Man laughed to himself, satisfied with his small victory over the corrupt law enforcement group. He prepared to release another webline, chuckling to himself. "Not this time guys…"

But then, his spider sense again went off, and this time the window pane he'd taken refuge on shattered as a bullet hit it from who knows which direction.

"Whoa!"

Spider-Man fell from the dizzying height, and immediately shot out another webline to try and catch himself. Before it could even connect to anything though, Spider-Man saw with astonished eyes as another bullet severed the line mid-flight.

Spider-Man tried again, with similar results. The world became a blur as Spider-Man hit terminal velocity. He tried one last time, and relief flooded him as he felt the line connect with something and go taut.

His shoulders were yanked hard at the rapid deceleration, but he did his best to hold on for dear life as he swung in a long, sweeping arc. He held on a second longer than he should have though, and ended up way too high in his swing.

He was about to correct, when another shot severed his latest line. He tumbled through the air, landing hard on the graveled roof of a building.

"Nh…" he groaned, feeling sore and pained _everywhere._

"Nice landing," a feminine voice taunted.

"Huh?" Spider-Man grunted, looking up.

Standing over him, Spider-Man saw a woman dressed in a red and black jumpsuit, with a matching mask that had small white lenses in the center of black diamonds where the eyes would be. The woman's outfit was adorned with knives, explosives, and ammunition like lethal jewelry, there were a pair of katana swords sheathed on her back, pistols holstered on her hips.

"Sorry, I'm forgetting my manners," the woman apologized. "Lady Deadpool, proudly serving the highest bidder for over a century."

She leaned down as far as she could to bring her masked face closer to Spider-Man's. "As I'm sure you may have guessed, you've been marked for dead. Sorry for the inconvenience."

Behind the mask, Spider-Man's eyes widened and he rolled to the side, narrowly avoiding a katana that stabbed straight down through where he'd been less than a second earlier.

Spider-Man landed in a low crouch, fists ready. The costumed woman who'd introduced herself as Lady Deadpool yanked her katana from the graveled surface of the roof, and held it ready as she drew its partner in one swift motion.

"Oh this is great!" she exclaimed. "I was hoping you wouldn't just lay around and die. Alright then new guy, ready to dance?"

**Laaame.**

_That was our best line?_

"Kind of in the middle of something!" Lady Deadpool exclaimed, giving Spider-Man the opportunity to spring forward. He got in a kick to Lady Deadpool's abdomen, and she went down hard. He landed off to the side, feeling fairly smug.

"You sure you want to do this?" Spider-Man asked.

Unfazed, the mercenary woman sprang onto her feet, swords again drawn. "Absolutely! This beats tropical retirement any day of the week! Well, the ones that end in 'y' anyway. You know, I think that might be all of— whoa there!"

Lady Deadpool dodged Spider-Man's intended punch at the last second, whirled to the left, and countered by hilt-slamming him in the spine. The blow took him to his knees, and she wasted no time in delivering a roundhouse kick that sent him sprawling.

"That wasn't nice," she scolded. "You interrupted my monologue."

Spider-Man sprang to his feet, surprised by how fast this woman could move when she wasn't too busy talking to himself. He tried another punch, which was dodged, redirected, and countered by another hilt-slam, this one to the face.

Spider-Man stumbled backward, more surprised than hurt. He shook off his growing concern for just how deep in he was, and attacked again with a sweeping roundhouse. Lady Deadpool crossed her swords into an X and used them to block, standing her ground despite the kick containing superhuman force behind it.

Spider-Man recovered from the latest failed attack, and tried again with low aimed kick that his opponent nimbly avoided. Spider-Man pressed his attack, punching, whirling, and kicking, but each move was either dodged or blocked, and often countered.

Finally, as Spider-Man staggered back from a well-placed kick to the gut, he tried again, this time firing a webline. With astounding skill and timing, Lady Deadpool neatly cleaved the webline out of the air, and then vanished into thin air.

Before Spider-Man could even wonder what happened, his spider sense went off, giving him just enough of a warning to avoid the katana blade that seemed to materialize out of thin air. A black and red blur whirled past, coming to a stop a few feet behind him.

Spider-Man whirled to face his attacker, and there standing ready with her infernal blades drawn was Lady Deadpool.

"Hey, the teleporter belt still works!" she commented with obvious glee. "Alright kiddo, ready for the warm-up?"

"What?" was all Spider-Man had time to say.

Lady Deadpool vanished, materializing miliseconds later in front of him with sword stabbing outward. Instinctively, and with lightning reflexes, Spider-Man bent backwards to avoid the stab. He watched as the blade passed in front of his face, its edge look sharper than a razor.

The blade pulled back in recovery from the stab, and Spider-Man straightened out. The katana's twin swung, and narrowly avoided it and attempted a counter. His attempted upper cut was dodged and Lady Deadpool responded with another sword swing, which he ducked under.

Andrenaline pumping now, Spider-Man began a deadly dance with his opponent. He would kick, she would duck. He would dodged and counter, she would teleport out of reach and reappear at a whole new attack angle. All the while, Spider-Man found himself both taking and relinquishing the offensive as he brief strings of attacks were interrupted and countered.

He jumped over the latest swing and punched down hard, but met open air as his target teleported out of the way. He landed low and on all fours as a blade passed over his head, and he sprang up to counter with an upper cut. He missed, and his opponent teleported again.

Spider-sense was the only warning of a stab that came from behind, which he only narrowly managed to avoid with a whirling jump that led into a swinging kick. His kick was batted aside with the flat of a katana, knocking him off balance. The moment his feet touched the floor, the Lady Deadpool stabbed.

Blunt impact was the first thing he felt, followed very rapidly by a burning sensation akin to a giant, deep paper cut going up his forehead. He fell backward, corrected with a backward hand spring, and landed several feet away from Lady Deadpool, feeling a sharp sting on his forehead.

He had fallen backward, which was what had saved him from a katana running straight through his skull, but he'd still been nicked, and now a line of blood showed through the narrow slit in his mask, running from his eyebrow to the top of his forehead.

He stood there for a brief moment, legs spread wide, left arm planted firmly on the ground and right arm held out in the air for balance. The air stung his fresh wound, and he remained still, panting as he began to come down from an adrenaline rush.

"Alright!" the red and black schizophrenic cheered, seeming oblivious to Spider-Man's shock. "Now that's a warm-up! _That _got the blood pumping!"

She nodded to herself, satisfied. She then resumed a fighting stance, eyes dead set on Spider-Man. "Ready to fight for real now?"

Spider-Man felt a lump of fear in his throat when she said "for real", but forced it down. No more lucky shots, this woman was going _down_.

He coiled his legs like springs and launched himself forward with everything he had. But as he closed it, Lady Deadpool vanished, and all he felt was cold metal cutting through his shoulder. He tumbled out of control, his jump thrown off balance by the strike, and he ended up rolling across the gravel, eventual managing to spring up back onto his feet.

Lady Deadpool looked at his bleeding wound, and her shoulders sagged. "Damn, I _am _out of practice. You still have your arm."

Before Spider-Man could make a defiant quip, she closed the distance between them with a teleporting lunge, and he again avoided her attack by inches. Her blades were a blur, and so was he, until finally a leg sweep him onto the ground and he laid looking up at two katana tips.

He rolled first to the left, then to the right as the blades came down in vicious stabs. Lady Deadpool didn't break the flow of her attack despite both her sword jammed into the ground. As Spider-Man leapt out from underneath her, she used her two swords like miniature pole vaults, and delivered a mule kick to the hero's back.

He hit the ground, rolled, and came up on his knees firing another webline at her.

She managed to jerk on blade free of the ground in time to slice the webbing to shreds before it could touch her, and then with her free left hand drew one of her holstered pistols.

Spider-Man's eyes widened behind his mask and within seconds he found himself jumping, corkscrewing, and rolling to avoid bullet after .45 caliber bullet. Lady Deadpool stalked towards him firing as she walked.

He avoided each shot, though with increasing difficulty as they put him more and more off balance.

When her current clip clicked empty, Lady Deadpool teleported in close. And Spider-Man, still in mid-air, felt a blade cut the flesh of his cheek. By the time his feet touched the ground, another stab was coming at him. He leapt away, though he felt searing pain just above his knee as metal met flesh in a sickening tear.

He landed back on his feet, pain radiating out from the deep cut above his knee. Muscle gave, and he collapsed down onto one knee, gritting his teeth to hold back a cry.

Relentlessly, Lady Deadpool threw a knife straight for his head. When Spider-Man managed to dodge it, she teleported and caught the knife mid-air. This time she threw two. She repeated this process until finally she caught four knifes that she'd thrown and upped the ante by throwing five.

Spider-Man dodged one, two, then three knives. He swatted one aside and made an attempt to catch the fifth, but it moved to fast and all he achieved was receiving a cut on his palm. He grunted, shaking his hand to try and dispel some of the stinging.

Another duo of knives flew toward him, and this time Spider-Man knocked both out of the air with twin spurts of webbing. Not daring to waste a precious opening, Spider-Man leapt into the air and fired out two weblines, one on either side of Lady Deadpool. Before he could pull himself in to deliver a powerful mule kick however, Lady Deadpool cut both lines in one deft katana swipe. Attempting to right his unpredicted fall, Spider-Man fired another webline out, but was met by the horrible sensation of a thrown knife severing the line at his wrist, cutting into his own flesh as it did.

He hit the graveled roof hard once again, groaing as he clutched his wrist.

"Forget it S-Man, I know every trick the original Spider-Man knew," Lady Deadpool taunted. "Suffice to say, about triple what you've got under your belt."

Spider-Man pushed himself back onto his feet, glaring at his opponent through his mask.

She sheath her one remaining sword, drew her second handgun, and then pulled out a grenade. "Catch!" she called, and tossed it toward him.

Immediately Spider-Man began to react, turning and preparing to leap safely out of the blast zone. The grenade went off earlier than expected however, as Lady Deadpool fired a single, precise round into the thrown explosive.

Spider hit the dirt, knocked down by the explosion. Heat and shrapnel washed over him, and he felt several bits of hot metal tear up his back, thighs, and calves. He groaned again, struggling to push himself up.

"That…all you got?" he said defiantly as he rose to his feet. Lady Deadpool once again unsheathed her katana and teleported.

Spider-Man grunted and cried out as he was sliced across the bicep, struck on the side of his knee, sliced across his chin, hilt-slammed in the temple, kicked in the groin, and finally slashed across the stomach.

Spider-Man grunted, and staggered backward, clutching his stomach. When he pulled his hand away, he saw the very deep cut that was spilling blood.

Lady Deadpool whistled for his attention, and he looked up to see her twirling another grenade pin around her finger. Looking back down, he saw the live explosive resting at his feet. He jumped off the roof with all his might, over did it and slammed into the side of a sky scraper. He cracked the glass window he hit and then tumbled down, down, down, until he final crashed through a skylight and onto a newsstand in the midtown tramway station.

People screamed and instinctively backed away, shocked by what had just happened. Moaning, Spider-Man rolled off of the crushed newsstand as two Public Eye officers approached.

"Stand back! Clear the area!" one of them was shouting to the growing group of spectators.

The other though, pulled out a collapsible stun baton as he approached the wounded fugitive. "Spider-Man! Stand down, you are under arrest!"

Spider-Man heard the electric whir of the stun baton, knowing that just one hit from the weapon could send a grown man into convulsions if turned up to a high enough setting. It no doubt was.

_Oh no you don't…_ Spider-Man though defiantly.

On mental command, the fringe blades on Spider-Man's arms grew rigid and became razor sharp. With one swipe, the stun baton had been sliced in half. A quick, superhuman punch sent the officer sprawling with a cracked helmet and moderate concussion.

The officer's partner immediately reach for his holstered pistol, but a flick of Spider-Man's good wrist webbed both the gun and hand firmly to the officer's hip. A second web blast glued the officer's head to a wall.

The crowd gasped and backed away in fear as Spider-Man staggered awkwardly to his feet, blood dripping from his wounds. When he felt himself feeling woozy, he reached out, clinging to the crushed newsstand for support.

The denizens of Nueva York gazed on at the man in both fear and awe. Many of them had thought the news story of this man had been a hoax, and elaborate practical joke being played on the city by the media.

But here he was, in the flesh, and he'd disabled two Public Eye officers before they could even put up a fight.

From above, the faint sound of an explosion could be heard, accompanied by shattered glass and crumbling concrete. Spider-Man, and everyone else in the station, looked up through the shattered skylight to watch chunks of concrete and bits of glass tumble down from above. Spider-sense, dulled though it was by agony and blood loss, warned Spider-Man it was going to land right on top of him. Almost sluggishly, he leapt out of the way.

Riding the debris was none other than Lady Deadpool, hopping from one chunk of concrete to the next as they tumbled down. She landed in the tramway station accompanied by a shower of glass and concrete crumbling into tiny pebbles as it hit the floor. Everyone again gasped, and backed further away from the scene, though no one actually left. After all, it was too entertaining not to.

"Didn't anyone ever tell you boss battles are two part affairs?" Lady Deadpool asked the sprawled out Spider-Man. "Or did you never play Shattered Dimensions?"

Not waiting for an answer, Lady Deadpool swung her sword in a downward arc, intent on ending this three thousand plus word brawl. However, the blade was caught by Spider-Man, held in between the fringe blades on his arms.

"Electrostatically aligned fabric blades laced with adamantium threading," Lady Deadpool noted when her katana failed to cut through. "How the hell did he afford _that _on a photo journalist's salary?"

"Shut…up…" Spider-Man ordered through clenched teeth.

"I haven't listened to anyone telling me that since my mother told me to stop crying," Lady Deadpool joked, and kicked Spider-Man in the gut to send him sliding backward, leaving a trail of smearing blood as he did.

Spider-Man lay on his back, fading in and out of his spatial awareness as agony ebbed and flowed through his body. He knew he wouldn't even be able to hold consciousness much longer, much less continue this fight. He watched from the floor as she sheathed her katana and drew a handgun. He looked straight down the barrel as she pointed it at his face.

For a moment, he was tempted to close his eyes and wait for the last shot, but then, he saw a small light fast approaching from the end of the tram tunnel, and was struck with a last desperate idea.

**No way he's getting away from this one. Kinda feel bad for him.** **What's a story if the title character's dead?**

"Over," Lady Deadpool answered. She slowly squeezed the trigger.

The tram sped by, roaring through the station on the way to its destination. Spider-Man fired a web line, but not at his executioner. Instead, the line latched onto the passing tram and Spider-Man was yanked away along with it.

Reacting as quick as she could, Lady Deadpool adjusted her aim and emptied her clip at her rapidly escaping target. Bullets flew an pinged off of metal and concrete, a few windows and holo-signs were shattered, but Spider-Man had gotten away.

_No way he's getting away from us, huh? You and your big mouth._

**I meant no logical way he could get away. What kind of idiot would let himself get dragged by a speeding bullet train?**

_We're the voices inside the head of a hundred and sixty-five year old mercenary, he shoots webs from his wrist, and you were thinking LOGICALLY?_

"Hey guys," Lady Deadpool huffed as she lowered her pistol. "This chapter was kinda supposed to end on a 'good guy escapes with his ass thoroughly kicked' note, not a comedic one."

_Whoops._

**Our bad…**


	13. Enter the Pool: Subterfuge

Peter Parker walked through the Alchemax parking garage, headed to his car after a good day's work. Though he still couldn't find his symbiote sample anywhere, he'd still gotten a decent amount of work done. The last of Alchemax's investigation into the entire Rapture incident had finally come to a close on the conclusion that there was nothing special about Miguel and the Rapture he'd been given had simply been faulty.

He'd gotten that transfer he'd wanted into the robotics division. The nano-tech and android experiments they were working on were both promising, and Peter was confident he could help get them finished. If anything else, it might give him an excuse to check in on Anthony Cabe, see how the man was holding up.

And not only that, he'd found his old camera buried in a drawer in his office. It had been years since he'd seen the thing, so he'd been quite surprised to find it not only in one piece, but also completely functional. He made a mental note to go through its memory for a trip down memory lane.

Though, pictures weren't really needed these days for memories. Not with a living reminder of the good old days swinging around town. With as many hard times he'd faced because of that suit, thoughts of his time as Spider-Man always brought a tired smile to Peter Parker's face.

Peter was completely absorbed in his thoughts, until the sight of blood on the hood of his skycar jarred him back to reality.

The blood was still relatively fresh, concentrated in one main splatter with a few stray bits, and a trail of dribbled leading down the hood and onto the pavement. Trusting his spider-sense to warn him of anything, Peter cautiously followed the blood trail around another parked skycar.

And there, at the end of the trail, with several wounds showing through his torn costume, was Spider-Man.

"Hey doc," he greeted weakly. "How's it going?"

The hero promptly lost consciousness.

* * *

><p>When Miguel finally came to, he had absolutely no idea where he was. He was lying down, sprawled on a couch without a shirt, wearing only the low half of his costume. The room he was in was fairly plain and small, and the TV mounted on one wall was a particularly old model (it had components besides a screen). In the air he could pick up the smell of something cooking, accompanied by a particularly tantalizing sound of sizzling meat. With a grumble in his stomach, Miguel realized just how hungry he was.<p>

And then he realized he still _had _a stomach. Immediately, Miguel looked down, expecting the worst. But instead of bloody stitches, all he saw was a thin, faint scar where Lady Deadpool's katana had cut him open. He checked his other wounds, finding similar results. All of them, healed with barely a trace, if there even were. Some had disappeared completely. _And _he wasn't sore in the slightest. It was like the fight had never even happened.

"Where the hell?" Miguel muttered to himself, sitting up and looking around.

His gaze swept the area, falling on framed photographs hanging on the walls. _Real _photos, printed, solid, and framed, hanging from actual nails in the wall. Among a few other images, there was a picture of an elderly couple smiling with a young boy, a photo of beautiful young woman with fiery red hair and perfect features smiling into the camera, an image of the construction zone that would one day become Alchemax Tower, and an action shot of…Spider-Man. The original Spider-Man, in his original uniform performing an acrobatic leap over a small gang of thugs.

Somehow, Miguel knew where he was then. Testing his gut feeling, he called out, "Doc?"

The sound of cooking food quieted and from out a hall came Doctor Peter Parker himself, out of his work clothing and dressed more comfortably.

"I see you finally got enough beauty sleep," Parker cracked.

"How…?" Miguel began.

"A genetically engineered, regenerative salve I concocted a few years back," the old doctor explained. "It's largely based off the notes of…an old friend. Luckily for you, I've work out all the kinks from the original formula."

"It definitely works," Miguel said, hopping up off the couch. "Thanks…I owe you one."

"Yeah you do," Peter readily agreed. "You almost used up my entire supply of the stuff."

"Uh…sorry?" Miguel tried. Was he required to apologize for nearly getting killed?

"It's not that big of a deal," Peter assured him. "At any rate, it's not as if _I _needed it anymore. Just warning you that next time I find you bleeding all over the hood of my car, I'm going to have to break out to sewing kit and make stitches."

"You have a sewing kit?" Miguel asked incredulously.

"Where do you think the first spider-suit came from?" Peter retorted. He looked over Miguel's muscular form. Physically, the boy was fine, but Peter could see in his eyes a look of defeat. Without help form Parker, Miguel would have died tonight, and it was eating away at him. He might not even know it himself, but Peter could tell it was.

"You can tell me what happened while we eat," Peter told him, skipping the part where he invited Miguel to stay for dinner. Miguel simply nodded and followed Parker into the kitchen.

And so they sat at the dining table, eating corn beef hash that came from an old Parker recipe while Miguel told the old man everything that had happened from the gunship to his narrow escape from Lady Deadpool in the tram station.

"The Lady Deadpool…" Peter muttered. "Well now, here I was thinking she'd retired."

"Apparently not," Miguel said sullenly. "It was crazy Doc, I couldn't touch her. All my powers and she just mopped the floor with me."

"You never forget your first supervillain," Peter agreed. "You start out on top of the world, no one alive who can go up against you and win. And then suddenly, you meet someone you can't just overpower."

"Not to be rude, but how does going down memory lane help me in anyway?" Miguel asked.

"I did run up against your new friend LD a few times back when I was the one in the red and blue," Peter reminded him. "I'm still here."

Miguel took the hint. "Okay, how did you beat her?"

"Circumstance," Peter said simply, as if that explained everything.

"Circumstance?" Miguel asked. The doctor nodded, and Miguel sighed. "Elaborate."

"Miguel, assuming you live long enough, you're going to learn very fast that in our line of work you can't always beat an opponent in a straight fight. Sometimes, you use back channels, sometimes you outwit them or exploit a weakness. But sometimes, it's just luck."

Peter collected the now empty dishes and carried them to the kitchen to deposit in the dishwasher as he continued, with Miguel following him.

"Wanda Tanesha Wilson has been killing since the Cuban missile crisis. She has or can easily get access to every murder tool from a missile to anthrax, and she's been using them in fights against people far more powerful than you or me and winning, often if not always. On top of that, she's a mutant with remarkable healing factor. I've fought stronger, but she's good. Very good."

The soiled dishes were deposited in the automated dishwasher and the machine was left to do its work. The two Spider-Men left the kitchen and strolled into the living room, continuing the conversation.

"So, you beat her how?" Miguel asked impatiently.

"In truth, I never actually did," the retired hero said. "Every time we clashed, from when she was first hired by Doc Ock to our last encounter during the Purge, something always happened that made it pointless for us to continue fighting. Sometimes, she got busy dealing with law enforcement. Other times, her employer would turn on her. Wanda is a dedicated mercenary, but her loyalty is almost always aligned with profit. If it doesn't profit her to kill you, she won't."

"Somehow I don't think the authorities are going to have a problem with anything she does," Miguel said. "They're the ones that hired her."

Peter gave a knowing smile. "Doesn't mean they won't try stabbing her in the back."

Miguel wasn't sure where this was going, but he played along anyway. "Why would they do that?"

"Ever heard of the Superhuman Registration Act?" Peter asked. Miguel shook his head, and Parker wasn't surprised. "It's an old bill, before my time even when the public still wasn't sure what to do with the new superheroes kept popping up. The government had the brilliant idea to have all superhumans register themselves as living weapons in service of the United States government, so that the so-called loose cannons could be controlled."

"Some of us went along with it," Peter continued. "A lot of us didn't, at first. Then, right at the end of the Heroic Age, there was…an accident. A lot of innocent people died in the cross fire of a fight between superhumans. Enforcement for the Registration Act skyrocketed, and when everyone didn't immediately jump on board…things got violent."

Peter abruptly broke eye contact and walked over to the apartment's window that looked out at the city skyline. His voice took on a slightly angry edge as he continued.

"Every non-registered superhuman…every last one of us…killed on sight by Cape Killers or forced into deep hiding until they found us. After the initial wave of killings, people started to turn on those of us who'd actually registered. There were a lot of 'unfortunate accidents', and before long every superhuman, registered or not was a target. The X-Massacre was the last big fight, what was left of the mutant population gone in twenty minutes…"

Peter turned away from the window, as if the action could shut out the memories. "I'm getting off topic now. My point is, ever since the Act got passed, it's technically been illegal to be an unregistered superhuman."

"And?" Miguel prompted.

"Lady Deadpool isn't registered. It's why she had to stop chasing me and start running during the Purge. If word got out that Alchemax was hiring unregistered superhumans to do its dirty work, they could lose a lot. Damn near everything if the feds get involved."

"Then why did they even risk it?" the inexperienced hero asked.

"My guess is they don't know," Peter explained. "It's been years since the Purge. Records of who was registered and who wasn't aren't exactly on hand. But if Lady Deadpool's status could be brought to their attention…"

"They'd have to try and clean up their mess," Miguel realized. "But how do I let Alchemax know without stepping right into the line of fire?"

"That," Peter said, "_I _can handle."

* * *

><p><strong>Set scene. Couple with character flair.<strong>

Wanda was in her apartment Downtown, surfing the net for decent fanfictions to occupy her idle hours. Miguel O'Hara: Savior of 2099 was one of the worse ones she found in the Spider-Man section. In her opinion, there wasn't nearly enough breaking of the fourth wall (Or was it the fifth wall if it was a story inside a story? LD made a soon to be forgotten mental note to double check.).

_Add short-term foreshadowing accented by dramatic irony._

Her costume and weapons were both in her bed room, safely stored away for the night. Spider-Man had gotten away yes, but there was no reason to pursue him across the city all night long. She could pick up the hunt tomorrow. Most of the apartment lights were turned off, for the sole purpose of giving the protagonist more shadows to hide in.

**Throw in fourth wall references in honor of character legacy.**

It was very difficult for Lady Deadpool not to acknowledge the glaring evidence both from the voices in her head and the other side of the fourth wall, but she found it to be much easier after she booted up the long-since defunct website YouTube.

As pointless meme-spawning videos filled the screen, Wanda was oblivious to the quiet sound of a window being forced open.

**Now go to different character perspective!**

_Hey, we're pretty good at this. Maybe WE should write this story from now on._

Before Wanda could interject how utterly impossible that sounded, even to her, she received a powerful kick to the back of the head, and ended up rolling across the floor before spring to her feet poised to counterattack.

Wanda contemplated turning on the lights to get better visibility, but Spider-Man eliminated the need to do so by activating the lights in his costume, causing the red emblem and designs surrounding his eyes to glow with eerie red light that bathed the entire room crimson.

"Nice touch," Wanda complimented. "Are you absolutely sure you want to do this again kid? I don't need a teleporter to beat a rookie."

"We'll see about that," Spider-Man said confidently. The fringe on his arms went rigid and razor sharp, and the hero crouched low in an attack position. Lady Deadpool took narrower, taller stance, prepared to counter any move Spider-Man could make.

And then, they were moving. Spider-Man surged forward, swinging , whirling, and slashing with fringe blades as Lady Deadpool nimbly avoided, albeit with effort. The couch received a huge tear in it from a wild swing, a wall had a hole kicked in it, and then one too-wide attack gave Lady Deadpool all the room she needed to counter attack and send Spider-Man tumbling into the kitchen.

Lady Deadpool leapt in after him, yanking a kitchen knife out of the closest drawer as she entered the small cooking space. Spider-Man rolled, hitting his head against the wall in the cramped space but nevertheless managing to avoid being stabbed.

The melee resumed, Spider-Man being forced to fight without acrobatics in the small apartments confined spaces. Even without her wide array of weapons and teleporter, this woman was proving more than a match for Miguel's own skills. Webs were caught on the flat of the large knife, fringe blades parried with remarkable finesse, and fists too predictable to be effective.

Their fight carried them out of the kitchen and down a short hall before, Miguel gained the upper hand long enough to throw Wanda through the closest door. A door, he didn't know, that led into her room. She crashed through the wood, sending splinters everywhere, receiving a few scrapes and injuring a few bones. She hit the frame of her bed and went rolling over it landing on the floor looking underneath her bed.

Spider-Man enter the room through the hole he'd created in the door just as Wanda came up firing an archaic assault rifle from under her bed. Spider-sense could barely give him enough warning time as bullets tore through the room with lethal abandon, fueled by Wanda's mindless spray from the hip.

Spider-Man ducked behind the opposite side of the same bed Wanda was using as a firing position, and immediately flipped it over, frame and all, pinning the mercenary woman underneath.

Quiet settled in the room as Spider-Man caught his breath, his foe momentarily stopped. Where the bed had previously been were now exposed several assault rifles, a suitcase filled with neatly arranged bullets of every size Miguel could think of, twin adamantium katanas, and a crumpled, red and black jumpsuit.

Just as Spider-Man caught his breath, the bed was again tossed aside as Lady Deadpool managed to shove it off of her. She dove at Spider-Man, delivered a punch to the gut followed by a knee under the chin, and forcibly threw him out of her bedroom. She followed seconds later, katana in one hand and handgun in the other.

Spider-Man scrambled out of the hall, dodging bullets as he did before the mad woman's clip ran dry. He leapt behind the kitchen counter once again and shut off his suits lights while Lady Deadpool finally flicked on a light switch.

"C'mon now, don't go running off on me," Lady Deadpool taunted. "Don't forget you started this."

Spider-Man leaned out from his hiding spot and fired of a quick spurt of webbing. It hit the light switch, plunging the room one more into darkness. By the time LD again flicked the lights on, Spider-Man had transitioned to a couch in the same room she occupied.

"I'm waiting," she challenged.

Spider-Man leapt out from behind his hiding spot and slashed, opening up a gash in Lady Deadpool's shoulder. Immediately, she kicked out, sending him into a wall. She pressed against him, sword on his throat.

"Ow," she said. "That actually _hurt, _jerk."

Spider-Man watched in amazement as the wound very quickly closed up, leaving no trace of having ever been there to begin with.

"Next time you attack someone," she advised, "have a better plan than hope you get lucky. Wait. There is no next time. My bad."

Before she could sweep her blade, slit Spider-Man's throat and be done with it though, there was a loud knock at the door. Underneath the mask, Miguel gave a small, satisfied smirk.

"This is the Public Eye," a voice from behind the door said. "Open up immediately."

"What the?" Wanda muttered. Her stance against Spider-Man loosened.

"Did I forget to mention?" Spider-Man quipped. "The Public Eye are here to arrest you. Something about unregistered super powers?"

Another loud knock. "This is your final warning. Open up now or we will use force!"

Lady Deadpool looked from Spider-Man to the door, and back again.

"We both know they can't catch either of us," Spider-Man reminded her. "But, I don't think they plan on paying you once I'm dead anymore."

Lady Deadpool paused, seeming to think her current situation over. Finally, just as the door was battered down by a pair of Public Eye officers using a battering ram, she turned and hurled her katana like a javelin, skewering both of them and dropping them to the ground. She turned back to Spider-Man, glaring at him.

"So, the old bug's still ticking, huh?" Wanda asked.

"I don't know what you're talking about," Spider-Man feigned.

"Kid, I've seen you fight, I've heard you run your mouth," she told him. "Get the Public Eye to stab me in the back so I wouldn't have any reason to go after you? You can't think up anything like this. Not by a long shot."

"Maybe I'm smarter than I look," Miguel suggested.

"I doubt that," she said with a smile. She left to her bedroom to gather her necessities and anything else she would need before bailing on the apartment. From where she was, she called back to him. "Tell the _real _Spidey Wanda says 'hi' for me, will ya?"

"I'll be sure to do that," Spider-Man scoffed. He turned to leave, walking back to the window he'd used to get in in the first place. Before he could swing off however, a tap on the shoulder stopped him.

Spider-Man turned back, now facing Lady Deadpool in full regalia.

"I'm going to find a new place to live," she told him. "Trash that one like you did this place, and I'll kill you, pay or no pay."

"I'll…keep that in mind," Spider-Man said.

Lady Deadpool nodded. "Now get out."

Spider-Man obeyed, firing off a web line and swinging away into the night.

* * *

><p><em><strong>Story arc complete! Many of you have made guesses as to Lady Deadpool's future role in this story, and while I don't like spoilers I will say that she does NOT take the role of Black Cat. That archetype will be revealed in a later arc. <strong>_

_**I'm still cooking up the particulars of the next arc. Thinking of using another very well written villain by Koros45.**_

_**In regards to some questions I've been getting:**_

_**Aside from the main character, setting, and primary antagonistic organization, I'm actually taking very little from the Original 2099 comics. Villains, other characters, and the like most likely will not carry over into this story. Flipside might be an exception to that.**_

_**I'm not sure who suggested Peter become Man-Spider, but you scared me with how very nearly you discovered one of my major plot points. Hint: Not Man-Spider.**_

_**Regarding fan-created characters. When I say past era inspiration, I don't literally mean they take the name of an old hero/villain and throw on a 2099, I mean their basic archetype. **_

_**Take Green Goblin for example. I could just make a Goblin 2099, but where would the creativity be in that? Instead, I boil him down to his basic character traits:**_

_**-Archnemesis**_

_**-Flight, Strength, Exotic Weaponry**_

_**-Business minded in both legal and illegal ways**_

_**-Capable of intricate, hero-crippling planning**_

_**And build up a character around that (I actually did do that, but with whom I shall not say.). Just thought I'd elaborate on this, seeing as some people were confused by the phrase "past-era inspiration". **_


	14. Wierd Cravings: More than a Feeling

"Clinton, Bush, Obama…" Miguel listed as he swung through the night air of the city. He wracked his brain for the next name in the list. "Uh…"

Over the phone, Serina tried to encourage him. "C'mon. You're almost at the end. After Obama came…?"

Spider-Man released his web line with flawless timing, landing on the back of the hover freighter and sticking firmly to the top of its rear cargo hold. "Hang, don't tell me…Cain?"

"Wrong," Serina half-groaned. "Did you really only memorize up to forty-four?"

"I've been busy," Miguel defended as he crawled along the side of the freighter. Drug busts and study hall did not make a good multitasking combo after all, it seemed. Before he could continue, his spider-sense went off and he reacted with instinctive speed just as the driver checked his rearview mirrors.

Spider-Man leapt off the side of the freighter, tethering himself to it with a web line as he did. A sky car flew by, missing him by inches and blaring the sound of its speeding engine right into his mask's built in phone.

"Whoa!" he shouted before he could bite his tongue.

"Miguel, what was that?" Serina immediately asked.

"I uh…some jerk who thinks he owns the sky," he lied as he climbed his web line back to the frieghter. "He's going to get himself killed if he keeps driving like that."

"Are you driving right now? You're supposed to be studying, remember?" Serina scolded.

"I am studying," Miguel protested as he yanked himself back onto the freighter. His hands and feet stuck firmly, and once again he was stuck onto the back of the cargo hold. "Look, I got a little stir crazy, decided to get some air."

"And that's all you're doing?" more scolding, but now the worry in her voice was obvious as well. Miguel forced himself to remember what he used to do whenever he "got some air", and mentally kicked himself.

"Serina, I already told you, Rocky, my Dad, and everyone else I've ever met, all of that is behind me now. I swear," Miguel reassured her as he found a more concealing position to ride the freighter.

"Okay," she said quietly, her tone of someone who was wary to trust, "I believe you. I'm going to take a break. Keep studying, call me if you need any more help."

"Will do," Miguel said as she hung up.

Trust, Miguel had unfortunately learned, was slow to earn and easily broken. His father, Rocky, Serina, everyone who'd trusted him was still wary of the new, "reformed" Miguel, and he had to admit they had no reason not to be. It was going to take time to rebuild all the bonds he himself had broken.

Serina was giving him as much trust as she could, probably more. He still remembered how tense things had gotten back when he'd been spiraling down the drain. He was lucky that after everything he'd said and done he still had friends at all.

But for now, Miguel had other things to focus on besides mending broken friendships. For weeks now, Spider-Man had been hounding the various drug dealers found throughout the city, stopping sales, tracking down sources, locating hidden stockpiles. Now he finally had a lead on one of the top drug lords, who was due to receive a shipment tonight at the docks…courtesy of the Public Eye themselves.

Turning whoever was behind the drug operations into the hands of the law would get nothing accomplished this time around, so Spider-Man would have to settle for simply destroying the shipment and keeping the despicable stuff off the streets.

Spider-Man could have just stopped the freighter right now before it ever reached its waiting drug lord at the docks, but why pass on an opportunity to knock even _more _heads together?

The docks were their own breed altogether. They were far lower in elevation than most of the city's other districts, but they hugged the water and were home to nearly every import/export business the city had, keeping them alive with activity and more upper class traffic, unlike the Slums.

Business wasn't the only aspect of the docks though. A number of residencies were sprinkled in, as well as a number of warehouses owned by any number of different corporations and private citizens.

It was in these warehouses that Spider-Man had found the heart of Nueva York drug operations. This was where stockpiles were hidden, where product changed hands from the Public Eye and Alchemax manufacturers to drug lords and petty dealers. Intercept the drugs here, and you could catch quite a bundle of people red handed.

Sure enough, the freighter drifted down from the skylanes and onto one of the solid roads, following them out through the docks, cruising the streets until it reached one of the many warehouses. Unsurprisingly, Spider-Man saw a familiar A logo, marking the warehouse as one owned by Alchemax.

"The tramp has her hands in everyone's pockets, doesn't she?" Spider-Man muttered to himself as the freighter slowly pulled up to the building. The large doors parted, allowing access just long enough for the vehicle to pull in, and then shut behind it. Not waiting around for someone to spot him, Spider-Man leapt off the freighter and a silent web zip sent hip into the concealing fold of the steel rafters above.

And just in time for Public Eye officers, all dressed in unmarked and yet unmistakable solid black variants of the ordinary patrol armor, exited the freighter, opened the cargo hold, and began unpacking stacks upon stacks of crates, filled with God knows what.

Meanwhile, from the shadows of the large warehouse emerged several armed thugs, most wearing thick, concealing jackets. Crude melee weapons seemed to be the weapon of choice, though two were armed with military grade assault weapons. The pair flanked one man in particular, apparently the leader of the outfit.

Overseeing the transaction from the comfortable spot between his armed escorts, he wasn't a very imposing figure, clad in a dark blue coat that reached low to the ground. He was also wear some kind of tight fitting blue hood pulled low on his face, leaving only his mouth and jaw exposed. Even with his enhanced vision, it was hard for Spider-Man to distinguish exactly what it was from his perch.

One of the Public Eye Officers walked up to Trench Coat, and started two started talking about something. Trench coat kept his voice low, but the officer didn't bother to turn down his armor's external speaker, making it almost too easy to pick apart the conversation.

"Latest shipment, on time as always," the officer announced. Trench Coat offered some statement up before the officer pressed, "Well? Alchemax doesn't support cred pinchers. Pay up."

Trench Coat nodded and said something to one of his escorts, who drew out a portable data pad. A few taps later, and the escort put it back. The action seemed to satisfy the officer. But things didn't just stop there.

"You know, this shipment is even bigger than usual Craving," the officer commented. "Think you can actually sell all of this?"

"Craving?" Spider-Man muttered to himself. Over the last two months of his superhero career, Spider-Man had encountered plenty of gangs and drug dealers who'd given themselves pretty inventive names. But Craving?

For the first time, Craving spoke loudly enough for Spider-Man to hear. He talked just a little faster than your average Nueva Yorker, and his tone was both cautious and defensive. "Don't worry, you'll get your money. Just do your job and let me do mine."

The officer suddenly seemed to shift gears. It was barely perceptible, but Spider-Man could see the officer shift his weight, quietly reach for his holster. Something was wrong.

"Did you know you're the only dealer I know who wears a mask, Craving?" the officer asked, putting just a little bit of threat into his tone.

Quieter than a breeze, Spider-Man leapt down from the rafters and landed noiselessly back onto the roof of the freighter, but still safely out of sight as all eyes in the warehouse turned to Craving and the officer. Closer now, Spider-Man saw that the officer was right and what'd he'd though was a hood was actually a light blue mask that concealed Craving's entire face and head, save his jaw and eyes.

"No, sir, I didn't," Craving responded neutrally. "Maybe it'll catch on."

"Do you smell that Craving?" the officer asked, though somehow it sounded more like an accusation than a question.

"Smell what?" Craving asked, trying to hide the edge in his voice.

"See that's just it, I can't quite place it," officer explained, hand now casually resting on his holster. "Kind of reminds me of something I used to smell when I worked guard duty in labs. Know what the eggheads there were working on? They had a big word for, I called it brain-drain dust. It was supposed to be used for interrogations, make whoever got a dose completely obedient. But the project was scrapped, and everything that they were working on just disappeared. Even the formula for the dust."

"What a coincidence," Craving offered, taking the tiniest half step back.

"One last question Craving," the officer said. "Why is that every time you open your mouth, my breath filters pick up a big spike in the exact same chemicals that old dust was made out of?"

Both officers drew their handguns then, and two bright red targeting lights appeared on Craving's forehead.

"Steven Williams, you are under arrest for theft of patented Alchemax property, and for violation of the Superhu-"

"Wait a second!" Spider-Man interrupted. Every head, and every firearm, turned towards Spider-Man as he sat perched atop the freighter, his very body language mocking everyone in the warehouse.

"So you give him the drugs, he sells them and gives you a nice big cut of the money," Spider-Man summed up, "but when we all gather 'round to set up and do it again, you arrest him. And you guys wonder why everybody hates you. "

"It's Spider-Man!" one of the officers shouted.

Already knowing how the routine went from here, and not being particularly in the mood to keep up the quips, Spider-Man leapt off the freighter and into the air above the crowd gathered in the warehouse. Immediately, shots rang out as both the officers and Craving's escorts open fired with their weapons. Brilliant blue and white hot streaks tore through the air as bullets riddled the ceiling with holes.

Nimbly avoiding the fire, Spider-Man fired out a pair of web lines and yanked, relieving the officers of their handguns. He landed in between the thugs with assault rifles, and before either could adjust their aim and get off a shot, Spider-Man wrenched the rifle out of the hands of one thug and brought it crashing down on the head of the other in a single fluid motion. A simple spider-punch to the face was sufficient to finish them both off.

"Next?" Spider-Man challenged.

Immediately, every enforcer and thug who had something to swing charged forward. Dodging their slow moving swings and offering a swift kick in rebuttal was practically child's play for Spider-Man, and within seconds those left standing were running away in the opposite direction. Spider-Man gave an exaggerated yawn as he watched them bolt away, leaving only the two public eye officers.

Both officers drew their stun batons in unison, and slowly began circling around the hero until they were opposite of each other. They were doing their absolute best to look menacing, which usually wasn't a problem for them, being tall men in imposing heavy armor.

Of course, they were usually intimidating disorderly civilians.

"C'mon guys, don't try it," Spider-Man warned. "It's been done before, and didn't end well."

The officers ignored the web-head and charged forward at the same time. Spider-Man remained immobile as the distance between him and a stun baton rapidly closed to both his left and his right. Appearing unafraid, Spider-Man made a gesture of checking the time on a wristwatch before back flipping out of the way, leaving the officers to bring their stun batons down on each other.

There was an electric sizzle as sparks danced across the officers' armor, both of them letting out pained gargles as they involuntarily convulsed. After a few seconds, both of them collapsed to the ground smoking.

"Told ya," Spider-Man taunted matter-of-factly.

Spider-Man surveyed his work, and spotted the one bad guy left standing. Craving remained motionless, still looking at Spider-Man's handiwork. Even with the mask on, he looked unimpressed. But with the fight wrapped up, he met Spider-Man's eyes.

"Thanks," Craving mumbled.

"Don't thank me just yet," Spider-Man warned, cracking his knuckles. "Now close your eyes, and it'll be over before you know it."

Spider-Man advanced towards the lone drug dealer, ready to give him a quick whallop, toss the drugs into the harbor, and go home. Craving, despite having witnessed the entire spectacle of Spider-Man dispatching several men with ease, was unmoved.

"I don't want to hurt you," Craving said uneasily.

"Trust me, you won't," Spider-Man assured.

Spider-Man pulled his fist back as he continued walking towards Craving, and then suddenly as his next step came down, he lost all sense of balance and tripped over his own feet, overcome with a sudden sense of nausea. His thought became a garbled mess, and his spider-sense felt like it was trying to go off, but instead of the usual earthquake in his skull he felt it more like a heartbeat in his sinuses. The next thing Spider-Man was aware of, he was looking at the warehouse ceiling with Craving standing over him.

"Whaja…how da whose eh whatsit?" Spider-Man managed to get out, fighting off a strange, warping feeling in his brain that kept him from focusing on any truly coherent thought.

"Relax, Spider-Man," Craving said sternly. "Enjoy yourself."

Spider-Man felt a wave of a feeling he hadn't felt in a good while. He felt high out of his mind. The only difference was, this feeling was instantaneous, and easily a lot stronger than most stuff Miguel had tried. Looking down at his chest, Miguel swore the spider-emblem on his chest was moving in a hypnotic, undulating wave, and he laughed.

With Spider-Man preoccupied making concrete-angels, Craving strode quickly across the warehouse floor, picking up one of the Public Eye officers' handguns and a single, small case of drugs. As he did, his coat parted to reveal a set of light blue tights with an orange pattern trimming out many of its edges, as well as a large black belt with several pouches ringing around it.

"The effects will wear off after a while, then you'll be fine," Craving told Spider-Man.

"Awesome," Spider-Man chuckled. "Are the lights changing colors? Whoo! …oh God…I think I'm gonna throw up…"

Just as Spider-Man struggled to hold the vomit in his mouth and the two Public Eye officers began to come to, Craving finished grabbing what he could carry and hurriedly left the warehouse.

The two officers groaned as they forced themselves onto their feet, and Spider-Man swallowed his vomit back down again.

"Blegh!" Spider-Man gagged, finally sitting up and noticing the Public Eye officers. "Hi guys! I swallowed my own vomit!"

The pair exchanged confused looks, and then picked their stun batons off the floor. Spider-Man cocked his head, a small part of his brain trying to tell him…something…about…eggs. He forgot to buys some eggs maybe? Unable to figure out what the crackling stun batons signaled, Spider-Man busted up laughing.

_**Hi guys! Sorry it's been so long…I don't really have a terribly convincing excuse either…ah is I'm back, and with a new villain arc for our favorite futuristic Web-Head. Major shout-out goes to Koros45 for creating the supervillain Craving, which I almost renamed Crave, except that kills a future plan I have for the character (it doesn't actually kill it, but it prevents said plan from being OCD perfect.).**_

_**Anyway, right now, this arc is still planned as your standard four part arc, but it might be extended, seeing as this villain has serious potential to shine in a very different way from your typical rampaging terror.**_

_**Next issue, we'll begin developing some new allies as well. Excitement!**_

_**Side note: Please do not submit ideas for a Black-Cat-esque character, as that slot has been planned and filled by [Character name redacted to avoid spoilers]. Just a mention of that character role gets me all excited for my plans for it. (And makes me check how many arcs I have left to get to that one.)**_

_**Well, on that note, what did ya think?**_


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